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Tag: AOL

  • AOL Extends Publicis Partnership Into Programmatic Video, Linear TV

    AOL Extends Publicis Partnership Into Programmatic Video, Linear TV

    At Advertising Week in New York City, AOL and Publicis Groupe announced an expansion of their six-year partnership into programmatic video and linear TV advertising.

    As a result, VivaKi and all agencies inside of Publicis Groupe will gain access to AOL Platforms’ premium reserved (including marketplaces) and non-reserved video environments.

    AOL CEO Tim Armstrong said, “Video is fundamentally changing the Internet into sight, sound, and motion and the Publicis Groupe / AOL partnership is the start of enabling global video advertising to scale to global consumers – offline or online. AOL is transforming as a company and as a partner into a programmatic advertising platform, and today’s announcement is another big step in our strategy. Publicis is a global leader in digital advertising and we are excited to advance our global partnership into video and linear TV on the ONE by AOL platform.”

    Publicis Groupe CEO Maurice Lévy added, “We have developed a very strong partnership with AOL under the leadership of Tim Armstrong and are extremely pleased with the outcomes for our clients. This new step will further enhance our ability to better serve our clients in the very important growth area of video. Our clients will benefit first hand from the innovations created by AOL.”

    Armstrong and Lévy will share the stage at Advertising Week on Thursday to further discuss the partnership’s future.

    Image via Twitter

  • AOL Launches BBG Fund Focused On Women-Led Tech Start-Ups

    AOL announced a new venture fund focused on early stage investments in women-led consumer internet start-ups, and appointed Susan Lyne to run it. It’s called the BBG Fund.

    The BBG Fund will make seed and Series A investments, focusing on multiplatform media, services, and commerce. AOL says it’s part of a broader initiative to bring more women into tech.

    Lynne was previously Executive Vice President and CEO of AOL’s Brand Group. She will continue to work out of AOL’s NYC headquarters and report to CEO Tim Armstrong.

    “As head of AOL Brands, I had the opportunity to contribute to the growth and profitability of our portfolio of premium brands,” said Lyne. “In my new role, I am looking forward to contributing in a different way. We have a huge megaphone at AOL so we can have an outsized impact on the way girls and women perceive their options, and on the breadth of entrepreneurial ideas that have a chance to compete. But this is also good business: women are the majority of users on the fastest-growing sites and services on the internet. We believe we can get strong returns by focusing on entrepreneurs who know the customer best.”

    “Susan has done an excellent job in her time at AOL at a board and operating level, and we are excited to be putting her vast skills and expertise to work to replicate this success at The BBG Fund,” said Tim Armstrong, Chairman & CEO of AOL. “AOL has a strong track record of investing in women, women’s leadership, and we are adding to our investments in the most important space for women entrepreneurs. ”

    Maureen Sullivan, President of Media Brands will continue to lead AOL.com and the company’s lifestyle brands and money portfolio. Luke Beatty, President of Media Brands, will lead its technology, autos and entertainment properties and the Experimental Products team. Arianna Huffington and Jimmy Maymann will continue to run The Huffington Post.

    Lyne will present AOL’s broader #BUILTBYGIRLS initiative at Ad Week next month.

    Image via Twitter

  • AOL Sees 6th Consecutive Quarter Of Revenue Growth

    AOL just released its Q2 earnings report with its sixth consecutive quarter of revenue and adjusted OIBDA growth. Total revenue grew 12% year-over-year. The company attributes this to accelerated global advertising revenue, which grew 20% year-over-year.

    The company saw 60% growth in third party platform revenue driven by growth in the sale of premium formats across its programmatic platform as well as the inclusion of revenue from Adap.tv, which AOL acquired in September.

    CEO Tim Armstrong said, “AOL’s future as a scaled media technology company continues to get stronger. AOL grew consumer usage, video, programmatic advertising, branded content, and ad pricing throughout the first half of 2014, and we will continue to make AOL one of the best operating companies in our industry.”

    Here’s an infographic they released based on the highlights of the earnings report:

    The company announced that its board has approved a $150 million share repurchase authorization.

    Here’s the release in its entirety:

    NEW YORK–()–AOL Inc. (NYSE:AOL) released second quarter 2014 results today.

    “AOL grew consumer usage, video, programmatic advertising, branded content, and ad pricing throughout the first half of 2014, and we will continue to make AOL one of the best operating companies in our industry.”

    “AOL’s future as a scaled media technology company continues to get stronger,” said Tim Armstrong, AOL Chairman and CEO. “AOL grew consumer usage, video, programmatic advertising, branded content, and ad pricing throughout the first half of 2014, and we will continue to make AOL one of the best operating companies in our industry.”

    Summary Results
    In millions (except per share amounts)
    Q2 2014 Q2 2013 Change
    Revenues
    Global advertising and other $ 451.7 $ 375.3 20 %
    AOL Properties Display 144.1 146.2 -1 %
    AOL Properties Search 98.9 93.7 6 %
    Third Party Platform 194.3 121.3 60 %
    Other 14.4 14.1 2 %
    Subscription 155.1 166.0 -7 %
    Total revenues $ 606.8 $ 541.3 12 %
    Adjusted operating income before depreciation and amortization (Adjusted OIBDA) (1) $ 121.5 $ 108.3 12 %
    Operating income $ 54.0 $ 51.9 4 %
    Net income attributable to AOL Inc. $ 28.2 $ 28.5 -1 %
    Diluted EPS $ 0.34 $ 0.35 -3 %
    Cash provided by operating activities $ 125.9 $ 89.4 41 %
    Free Cash Flow (1) $ 87.5 $ 57.3 53 %
    (1) See Page 9 for a reconciliation of Adjusted OIBDA and Free Cash Flow to the GAAP financial measures we consider most comparable.

    Q2 Consolidated AOL Revenue Trends:

    • Q2 total revenue grew 12% year-over-year, driven by accelerated global advertising revenue growth.
    • Global advertising revenue grew 20% year-over-year reflecting:
      • 60% growth in Third Party Platform revenue driven by growth in the sale of premium formats across AOL’s programmatic platform and by the inclusion of revenue from Adap.tv. Third Party Platform Revenue grew approximately 20% excluding Adap.tv.
      • 1% decline in AOL Properties display revenue, due to the absence in Q2’14 of approximately $15 million in revenue from shuttered or de-emphasized brands, including the disposition of Patch. Excluding these impacts, display grew 9% driven by improved overall inventory pricing.
      • 6% growth in AOL Properties search revenue driven by increased queries from search marketing related efforts (which came with approximately $18 million of increased Traffic Acquisition Costs (TAC)).
    • Subscription revenue declined 7% year-over-year as 4% growth in average monthly subscription revenue per AOL subscriber (ARPU) partially offset a 9% decline in subscribers. Domestic AOL subscriber monthly average churn was 1.6% in Q2 2014 compared to 1.4% monthly average churn in Q2 2013, primarily reflecting a price increase during the quarter.

    Q2 Consolidated AOL Profitability Trends:

    • Cost of revenues increased $58 million year-over-year, due to a $63 million increase in TAC, reflecting the inclusion of Adap.tv, search marketing related efforts and growth in Third Party Platform revenue. Excluding TAC, cost of revenues declined $5 million primarily due to lower headcount, including the declines related to the disposition of Patch.
    • General and administrative expenses grew $3 million in Q2 2014 from Q2 2013, which included a $6 million benefit from a favorable settlement. Excluding this benefit in the prior year period, general and administrative expenses declined in Q2 2014, reflecting lower marketing and personnel expenses.
    • Adjusted OIBDA grew 12% year-over-year, driven by total revenue growth net of TAC and reduced non-TAC operating expenses.
    • Operating Income, Net Income and Diluted EPS were negatively impacted by a $7.4 million year-over-year increase in amortization of intangible assets and by a $7.2 million year-over-year increase in stock-based compensation expense, resulting from acquisitions made late in 2013 and in the first half of 2014.

    AOL Asset, Cash & Cash Flow Trends:

    • AOL had $136 million of cash and equivalents and $105 million of outstanding borrowings under our $250 million senior secured revolving credit facility agreement at June 30, 2014.
    • On July 30, AOL completed the sale of its Dulles Technology Center (DTC) for approximately $33 million. The DTC is classified as held for sale on the balance sheet at June 30, 2014. On August 4, AOL repaid $30 million of borrowings under the Credit Facility Agreement, leaving a balance of $75 million on outstanding borrowings.
    • Q2 cash provided by operating activities was $126 million and Free Cash Flow was $88 million, both up approximately $30 million year-over-year, primarily reflecting the receipt of a significant payment from a large partner during the quarter, whereas the prior year payment was received in Q1.
    • AOL repurchased 1.6 million shares of common stock at an average price of $36.84 in Q2, or approximately $59 million in aggregate. On July 28, AOL’s Board of Directors authorized a $150 million share repurchase. Repurchases may be made under the authorization until July 28, 2015.
    DISCUSSION OF SEGMENT RESULTS
    Q2’14 Q2’13 Change
    (In millions)
    Revenues
    Brand Group 185.7 190.3 -2 %
    Membership Group 203.8 213.8 -5 %
    AOL Platforms 247.1 160.4 54 %
    Corporate & Other 0.0 0.3 -100 %
    Intersegment eliminations (29.8 ) (23.5 ) -27 %
    Total Revenues $ 606.8 $ 541.3 12 %
    Adjusted OIBDA
    Brand Group 13.1 (1.4 ) N/A
    Membership Group 143.4 151.6 -5 %
    AOL Platforms (5.0 ) (11.3 ) 56 %
    Corporate & Other (30.0 ) (30.6 ) 2 %
    Total Adjusted OIBDA $ 121.5 $ 108.3 12 %

    Brand Group

    Brand Group revenue declined year-over-year, negatively impacted by the absence of display revenue from shuttered and de-emphasized brands, including Patch. Excluding this impact, Brand Group display revenue grew 4%, driven by continued growth in inventory pricing. Brand Group search revenue grew 10% year-over-year, driven by increased queries from search marketing related efforts.

    Brand Group Adjusted OIBDA improved significantly year-over-year, due to cost savings initiatives, including savings associated with the de-emphasis and shuttering of certain brands, including Patch, partially offset by increased TAC associated with our search marketing related efforts.

    Membership Group

    Membership Group revenue reflects a 7% decline in subscription revenue, partially offset by growth in display revenue, driven by improved inventory pricing on AOL Mail. Subscription revenue declines reflect 9% fewer domestic AOL subscribers on 1.6% monthly average churn. Membership Group revenue declines were partially offset by 4% growth in ARPU year-over-year, reflecting price increases in connection with AOL’s efforts to add increased value to subscriber packages through additional features and services.

    Membership Group Adjusted OIBDA declines primarily reflect the decline in subscription revenue discussed above, partially offset by a decline in costs associated with the decline in subscribers.

    AOL Platforms

    AOL Platforms revenue increased 54% year-over-year, driven by significant growth in Third Party Platform revenue, which includes revenue from our programmatic offerings including Adap.tv. Excluding Adap.tv, Third Party Platform revenue grew approximately 20% year-over-year, driven by growth in the sale of premium formats across AOL’s programmatic platform.

    AOL Platforms Adjusted OIBDA improved significantly year-over-year, reflecting strong revenue net of TAC growth in the segment, partially offset by increased investments in our programmatic platforms and premium formats.

    Corporate & Other

    Corporate & Other Adjusted OIBDA improved slightly year-over-year, primarily driven by lower personnel costs as a result of AOL’s broader efficiency efforts, partially offset by a prior year benefit to legal costs resulting from a favorable settlement.

    Tax

    AOL had Q2 2014 pre-tax income of $52 million and income tax expense of $25 million, resulting in an effective tax rate of 48%. This compares to an effective tax rate of 45% for Q2 2013. The effective tax rates for Q2 2014 and Q2 2013 differed from the statutory U.S. federal income tax rate of 35% primarily due to the tax impact of foreign losses that did not produce a tax benefit.

    Cash Flow

    Q2 cash provided by operating activities was $126 million and Free Cash Flow was $88 million, both up approximately $30 million year-over-year, primarily reflecting the receipt of a significant payment from a large partner during the quarter, whereas the prior year payment was received in Q1.

    CONSOLIDATED OPERATING METRICS
    Q2 2014 Q2 2013 Y/Y Change Q1 2014 Q/Q Change
    Subscriber Information
    Domestic AOL subscribers (in thousands) (1) 2,338 2,583 -9 % 2,422 -3 %
    ARPU (1) $ 20.86 $ 20.03 4 % $ 19.41 7 %
    Domestic AOL subscriber monthly average churn (2) 1.6 % 1.4 % 14 % 1.5 % 7 %
    Unique Visitors (in millions) (3)
    Domestic average monthly multi-platform unique visitors to AOL Properties 171 144 18 % 170 1 %
    Domestic average monthly desktop unique visitors to AOL Properties 108 116 -7 % 114 -5 %
    (1) Domestic AOL subscribers include subscribers participating in introductory free-trial periods and subscribers that are paying no monthly fees or reduced monthly fees through member service and retention programs. Individuals who are only registered for our free offerings, including subscribers who have migrated from paid subscription plans, are not included in the AOL subscriber numbers presented above. Additionally, only those individuals whose subscription includes AOL-brand dial-up access service are included in the AOL subscriber numbers above. ARPU is calculated as domestic average monthly subscription revenue per AOL subscriber.

    (2) Churn represents the percentage of AOL subscribers that are either terminated or cancel our services, factoring in new and reactivated subscribers. Monthly average churn is calculated as the monthly average number of terminations plus cancellations divided by the initial AOL subscriber base plus any new registrations and reactivations for the applicable period.

    (3) See “Unique Visitor Metrics” on page 10 of this press release.

    Webcast and Conference Call Information

    AOL Inc. will host a conference call to discuss second quarter 2014 financial results on Wednesday, August 6 2014, at 8:00 am ET. To access the call, parties in the United States and Canada should call toll-free (800) 510.0146 and other international parties should call (617) 614.3449. Participants should reference ‘AOL Call’ when dialing into the live call. Additionally, a live webcast of the conference call, together with supplemental financial information, can be accessed through the Company’s Investor Relations website at http://ir.aol.com. In addition, an archive of the webcast can be accessed through the link above for one year following the conference call, and an audio replay of the call will be available for two weeks following the conference call by calling (888) 286.8010 and other international parties should call (617) 801.6888. The access code for the replay is 35849940.

    FINANCIAL STATEMENTS

    AOL Inc.
    Condensed Consolidated Statements of Operations
    (In millions, except per share amounts)
    Three Months Ended June 30, Six Months Ended June 30,
    2014 2013 2014 2013
    (unaudited) (unaudited)
    Revenues:
    Advertising and other $ 451.7 $ 375.3 $ 885.1 $ 747.8
    Subscription 155.1 166.0 305.0 331.8
    Total revenues 606.8 541.3 1,190.1 1,079.6
    Costs of revenues 457.4 399.9 914.9 793.0
    General and administrative 79.5 76.6 154.8 159.4
    Amortization of intangible assets 16.5 9.1 31.7 18.6
    Restructuring costs 2.9 4.3 14.5 9.1
    (Gain) loss on disposal of assets, net (3.5 ) (0.5 ) (4.0 ) (2.3 )
    Operating income 54.0 51.9 78.2 101.8
    Other income (loss), net (1.8 ) (0.7 ) (1.3 ) (3.5 )
    Income before income taxes 52.2 51.2 76.9 98.3
    Income tax provision 24.8 23.2 40.8 44.7
    Net income $ 27.4 $ 28.0 $ 36.1 $ 53.6
    Net (income) loss attributable to noncontrolling interests 0.8 0.5 1.4 0.8
    Net income attributable to AOL Inc. $ 28.2 $ 28.5 $ 37.5 $ 54.4
    Per share information attributable to AOL Inc. common stockholders:
    Basic net income per common share $ 0.35 $ 0.37 $ 0.47 $ 0.71
    Diluted net income per common share $ 0.34 $ 0.35 $ 0.45 $ 0.67
    Shares used in computing basic income per common share 79.6 77.2 79.6 77.1
    Shares used in computing diluted income per common share 83.3 81.5 83.8 81.4
    Depreciation expense by function:
    Costs of revenues $ 31.3 $ 29.8 $ 61.1 $ 60.3
    General and administrative 2.4 2.5 6.0 5.1
    Total depreciation expense $ 33.7 $ 32.3 $ 67.1 $ 65.4
    Equity-based compensation by function:
    Costs of revenues $ 11.7 $ 5.7 $ 19.7 $ 11.2
    General and administrative 5.4 4.2 10.4 8.4
    Total equity-based compensation $ 17.1 $ 9.9 $ 30.1 $ 19.6
    Traffic Acquisition Costs (included in costs of revenues) $ 158.8 $ 96.3 $ 309.3 $ 193.9
    Third Party Platform Traffic Acquisition Costs $ 123.0 $ 78.1 $ 243.2 $ 155.1
    AOL Inc.
    Condensed Consolidated Balance Sheets
    (In millions, except per share amounts)
    June 30, December 31,
    2014 2013
    Assets (unaudited)
    Current assets:
    Cash and equivalents $ 136.2 $ 207.3
    Accounts receivable, net of allowances of $9.9 and $8.3, respectively 445.4 491.0
    Prepaid expenses and other current assets 41.8 34.1
    Deferred income taxes, net 25.6 30.7
    Assets held for sale 35.1
    Total current assets 684.1 763.1
    Property and equipment, net 447.4 467.9
    Goodwill 1,489.8 1,361.7
    Intangible assets, net 246.7 208.4
    Long-term deferred income taxes, net 77.2 110.6
    Other long-term assets 86.5 71.7
    Total assets $ 3,031.7 $ 2,983.4
    Liabilities, Redeemable Noncontrolling Interest and Equity
    Current liabilities:
    Accounts payable $ 77.3 $ 101.0
    Accrued compensation and benefits 80.1 127.0
    Accrued expenses and other current liabilities 181.8 197.3
    Deferred revenue 67.1 67.2
    Current portion of obligations under capital leases and credit facility 160.3 55.5
    Total current liabilities 566.6 548.0
    Long-term portion of obligations under capital leases 77.5 56.2
    Long-term deferred income taxes 4.0 4.4
    Other long-term liabilities 97.1 97.6
    Total liabilities 745.2 706.2
    Redeemable noncontrolling interest 9.2 9.7
    Equity:
    Common stock, $0.01 par value, 115.1 million shares issued and 78.6 million
    shares outstanding as of June 30, 2014 and 114.1 million shares issued and 79.2
    million shares outstanding as of December 31, 2013
    1.2 1.1
    Additional paid-in capital 3,619.7 3,592.7
    Accumulated other comprehensive income (loss), net (287.3 ) (290.4 )
    Accumulated deficit (56.0 ) (93.6 )
    Treasury stock, at cost, 36.5 million shares as of June 30, 2014 and 34.9 million
    shares as of December 31, 2013
    (1,001.5 ) (942.9 )
    Total stockholders’ equity 2,276.1 2,266.9
    Noncontrolling interest 1.2 0.6
    Total equity 2,277.3 2,267.5
    Total liabilities, redeemable noncontrolling interest and equity $ 3,031.7 $ 2,983.4
    AOL Inc.
    Condensed Consolidated Statements of Cash Flows
    (In millions)
    Six Months Ended June 30,
    2014 2013
    (unaudited)
    Operating Activities
    Net income $ 36.1 $ 53.6
    Adjustments for non-cash and non-operating items:
    Depreciation and amortization 98.8 84.0
    Asset impairments and write-offs 11.2 1.4
    (Gain) loss on disposal of assets, net (4.1 ) (1.6 )
    Equity-based compensation 30.1 19.6
    Deferred income taxes 4.8 23.9
    Other non-cash adjustments 1.5 4.8
    Changes in operating assets and liabilities, net of acquisitions (29.0 ) (55.7 )
    Cash provided by operating activities 149.4 130.0
    Investing Activities
    Investments and acquisitions, net of cash acquired (191.5 ) (6.6 )
    Proceeds from disposal of assets, net 4.5 1.0
    Capital expenditures and product development costs (36.3 ) (33.0 )
    Cash used by investing activities (223.3 ) (38.6 )
    Financing Activities
    Borrowings under the credit facility agreement 105.0
    Repurchase of common stock (58.6 ) (49.9 )
    Principal payments on capital leases (36.1 ) (29.9 )
    Tax withholdings related to net share settlements of restricted stock units (17.8 ) (12.0 )
    Proceeds from exercise of stock options 6.4 17.5
    Other financing activities 3.4 1.9
    Cash provided (used) by financing activities 2.3 (72.4 )
    Effect of exchange rate changes on cash and equivalents 0.5 (2.2 )
    (Decrease) increase in cash and equivalents (71.1 ) 16.8
    Cash and equivalents at beginning of period 207.3 466.6
    Cash and equivalents at end of period $ 136.2 $ 483.4
    SUPPLEMENTAL INFORMATION – UNAUDITED
    Items impacting comparability: The following table represents certain items that impacted the comparability of net income attributable to AOL Inc. for the three and six months ended June 30, 2014 and 2013 (In millions, except per share amounts):
    Three Months Ended June 30, Six Months Ended June 30,
    2014 2013 2014 2013
    Restructuring costs $ (2.9 ) $ (4.3 ) $ (14.5 ) $ (9.1 )
    Equity-based compensation expense (17.1 ) (9.9 ) (30.1 ) (19.6 )
    Asset impairments and write-offs (0.8 ) (1.3 ) (11.2 ) (1.4 )
    ` Gain (loss) on disposal of assets, net 3.5 0.5 4.0 2.3
    Pre-tax impact (17.3 ) (15.0 ) (51.8 ) (27.8 )
    Income tax impact (1) 8.2 6.0 22.9 10.1
    After-tax impact of items impacting comparability of net income $ (9.1 ) $ (9.0 ) $ (28.9 ) $ (17.7 )
    Impact per basic common share $ (0.11 ) $ (0.12 ) $ (0.36 ) $ (0.23 )
    Impact per diluted common share $ (0.11 ) $ (0.11 ) $ (0.34 ) $ (0.22 )
    Effective tax rate (2) 39.7 % 39.4 % 39.7 % 39.4 %
    (1) Income tax impact is calculated by applying the marginal annual effective tax rate to deductible items. The income tax impacts for certain items such as gain (loss) on disposal of assets are calculated by using the actual tax expense for the transactions.
    (2) For the three and six months ended June 30, 2014, the effective tax rate was calculated based on AOL’s 2014 projected marginal annual effective tax rate. The effective tax rate for the three and six months ended June 30, 2013 was calculated based upon AOL’s 2013 marginal annual effective tax rate.
    AOL Inc.
    Reconciliation of Adjusted OIBDA to Operating Income and Free Cash Flow to Cash Provided by Operating Activities
    (In millions)
    Three Months Ended June 30, Six Months Ended June 30,
    2014 2013 2014 2013
    Operating income $ 54.0 $ 51.9 $ 78.2 $ 101.8
    Add: Depreciation 33.7 32.3 67.1 65.4
    Add: Amortization of intangible assets 16.5 9.1 31.7 18.6
    Add: Restructuring costs 2.9 4.3 14.5 9.1
    Add: Equity-based compensation 17.1 9.9 30.1 19.6
    Add: Asset impairments and write-offs 0.8 1.3 11.2 1.4
    Add: Losses/(gains) on disposal of assets, net (3.5 ) (0.5 ) (4.0 ) (2.3 )
    Adjusted OIBDA $ 121.5 $ 108.3 $ 228.8 $ 213.6
    Cash provided by operating activities $ 125.9 $ 89.4 $ 149.4 $ 130.0
    Less: Capital expenditures and product development costs 19.4 16.4 36.3 33.0
    Less: Principal payments on capital leases 19.0 15.7 36.1 29.9
    Free Cash Flow $ 87.5 $ 57.3 $ 77.0 $ 67.1

    Note Regarding Non-GAAP Financial Measures

    This press release and its attachments include the financial measures Adjusted OIBDA and Free Cash Flow, both of which are defined as non-GAAP financial measures by the Securities and Exchange Commission (SEC). These measures may be different than similarly-titled non-GAAP financial measures used by other companies. The presentation of this financial information is not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with generally accepted accounting principles (GAAP). Explanations of our non-GAAP financial measures are as follows:

    Adjusted OIBDA. We define Adjusted OIBDA as operating income before depreciation and amortization excluding the impact of restructuring costs, non-cash equity-based compensation, gains and losses on all disposals of assets, noncash asset impairments and write-offs and special items. We consider Adjusted OIBDA to be a useful metric for management and investors to evaluate and compare the ongoing operating performance of our business on a consistent basis across reporting periods, as it eliminates the effect of noncash items such as depreciation of tangible assets, amortization of intangible assets that were primarily recognized in business combinations, asset impairments and write-offs, as well as the effect of restructurings, gains and losses on asset sales and special items, which we do not believe are indicative of our core operating performance. We exclude the impacts of equity-based compensation to allow us to be more closely aligned with the industry and analyst community. A limitation of this measure, however, is that it does not reflect the periodic costs of capitalized tangible and intangible assets used in generating revenues in our business or the current or future expected cash expenditures for restructuring costs. The Adjusted OIBDA measure also does not include equity-based compensation, which is and will remain a key element of our overall long-term compensation package. Moreover, the Adjusted OIBDA measures do not reflect gains and losses on asset sales, impairment charges and write-offs related to goodwill, intangible assets and fixed assets or special items which impact our operating performance. We evaluate the investments in such tangible and intangible assets through other financial measures, such as capital expenditure budgets, investment spending levels and return on capital.

    Free Cash Flow. We define Free Cash Flow as cash provided by operating activities, less capital expenditures, product development costs and principal payments on capital leases. We consider Free Cash Flow to be a liquidity measure that provides useful information to management and investors about the amount of cash generated by the business that, after capital expenditures, capitalized product development costs and principal payments on capital leases, can be used for strategic opportunities, including investing in our business, making strategic acquisitions, and strengthening the balance sheet. Analysis of Free Cash Flow also facilitates management’s comparisons of our operating results to competitors’ operating results. A limitation on the use of this metric is that Free Cash Flow does not represent the total increase or decrease in cash for the period because it excludes certain non-operating cash flows.

    Unique Visitor Metrics

    We utilize unique visitor numbers to evaluate our performance, as unique visitor numbers provide an indication of our consumer reach. Although our consumer reach does not correlate directly to advertising revenue, we believe that our ability to broadly reach diverse demographic and geographic audiences is attractive to brand advertisers seeking to promote their brands to a variety of consumers without having to partner with multiple content providers. Multi-platform unique visitor metrics represent a measure of AOL Properties’ unduplicated audience across all digital platforms. Desktop unique visitors to AOL Properties represent the estimated number of individuals who visited any content of a website or application owned by AOL or for which the traffic has been assigned to AOL by the owner during the applicable measurement period. The source for our unique visitor information is a third party (comScore Media Metrix).

    Cautionary Statement Concerning Forward-Looking Statements

    This press release and our conference call at 8:00 a.m. Eastern Time today may contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 regarding business strategies, market potential, future financial and operational performance and other matters. Words such as “anticipates,” “estimates,” “expects,” “projects,” “forecasts,” “intends,” “plans,” “will,” “believes” and words and terms of similar substance used in connection with any discussion of future operating or financial performance identify forward-looking statements. These forward-looking statements are based on management’s current expectations and beliefs about future events. As with any projection or forecast, they are inherently susceptible to uncertainty and changes in circumstances. Except as required by law, we are under no obligation to, and expressly disclaim any obligation to, update or alter any forward-looking statements whether as a result of such changes, new information, subsequent events or otherwise. Various factors could adversely affect our operations, business or financial results in the future and cause our actual results to differ materially from those contained in the forward-looking statements, including those factors discussed in detail in the “Risk Factors” sections contained in our Annual Report on Form 10-K for the year ended December 31, 2013 (the “Annual Report”) and our Quarterly Report on Form 10-Q for the three months ended June 30, 2014 (“Quarterly Report”), filed with the Securities and Exchange Commission. In addition, we operate a web services company in a highly competitive, rapidly changing and consumer- and technology-driven industry. This industry is affected by government regulation, economic, strategic, political and social conditions, consumer response to new and existing products and services, technological developments and, particularly in view of new technologies, the continued ability to protect intellectual property rights. Our actual results could differ materially from management’s expectations because of changes in such factors. Achieving our business and financial objectives, including improved financial results and maintenance of a strong balance sheet and liquidity position, could be adversely affected by the factors discussed or referenced under the “Risk Factors” sections contained in the Annual Report and Quarterly Report as well as, among other things: 1) changes in our plans, strategies and intentions; 2) stock price volatility; 3) future borrowing and restrictive covenants under the revolving credit facility; 4) the impact of significant acquisitions, dispositions and other similar transactions; 5) our ability to attract and retain key employees; 6) any negative unintended consequences of cost reductions, restructuring actions or similar efforts, including with respect to any associated savings, charges or other amounts; 7) adoption of new products and services; 8) our ability to attract and retain unique visitors to our properties; 9) asset impairments; and 10) the impact of “cyber-attacks.”

    About AOL

    AOL Inc. (NYSE:AOL) is a brand company, committed to continuously innovating, growing, and investing in brands and experiences that inform, entertain, and connect the world. The home of a world-class collection of premium brands, AOL creates original content that engages audiences on a local and global scale. We help marketers connect with these audiences through effective and engaging digital advertising solutions.

    From time to time, we post information about AOL on our investor relations website (http://ir.aol.com) and our official corporate blog (http://blog.aol.com).

    Image via AOL

  • AOL Offers Up Ad Inventory Programmatically In UK

    AOL Offers Up Ad Inventory Programmatically In UK

    AOL UK announced on Tuesday that it is making all of its reserved advertising inventory available programatically. That’s 100% of if inventory from its owned and operated sites, which will be in its proprietary Demand Side Platform (DSP).

    Advertisers can buy on AOL, The Huffington Post, Engadget, TechCrunch, Parentdish, and MyDaily in an automated, self-serve fashion. Formats including Project Devil/IAB Portrait, Billboard and Monster MPU will be available exlucisvely through its DSP. The company says additional formats will eventually be made available.

    “Automating the sale of reserved inventory, that is currently done manually, will free up a vast amount of time that is lost in the standard IO process, in addition to driving efficiencies and effectiveness with digital campaigns,” the company said in a blog post. “A number of agencies and advertisers are partners of AOL’s DSP including eBay, Amnet, Cadreon and Vivaki, and they will now have access to AOL’s complete reserved inventory.”

    “According to a recent IAB UK study the share of ads bought through programmatic technologies is estimated to grow from (47%) in 2014 to up to (60-75%) of total UK digital display advertising by 2017,” it said. “AOL has invested organically in programmatic technologies over the past few years, building both a proprietary Demand Side Platform (DSP) and Supply Side Platform (SSP). In the past 12 months, AOL acquired Adap.tv, a leading video trading platform and Convertro, an attribution modeling technology among others, as well as announcing AOL ONE by AOL in March this year: a cross screen programmatic platform that will include linear TV once rolled out in 2015.”

    Advertisers will also be able to utilize numerous formats through AOL’s network of third-party publishers.

    Image via AOL

  • Internet Giants Team Up To Fight Malicious Ads

    Google, Facebook, Twitter, and AOL have teamed up to launch TrustInAds.org to educate people about the dangers of ad scams.

    Here’s the official description:

    Founded by AOL, Facebook, Google and Twitter, TrustInAds.org comprises a group of Internet industry leaders that have come together to work toward a common goal: Protect people from malicious online advertisements and deceptive practices. With this effort, TrustInAds.org and its member companies are: Bringing awareness to consumers about online ad-related scams and deceptive activities; collaborating to identify trends in deceptive ads and sharing best practices; and sharing our knowledge with policymakers and consumer advocates around the country. To learn more, visit http://trustinads.org.

    “We are a group of internet industry leaders that have come together to work toward a common goal: Protect people from malicious online advertisements and deceptive practices,” the group says.

    The site publishes “Latest Trend Alerts,” which come in the form of downloadable PDFs. Here’s the one for May which looks at tech support scams.

    It also features a blog and an email list you can subscribe to for updates.

    In 2012, all four companies teamed up with the IAB on the Ads Integrity Alliance, a similar initiative, which saw the formation of StopBadware.org.

    Image via TrustInAds.org

  • AOL Launches Programmatic Ad Platform ‘One’

    AOL Launches Programmatic Ad Platform ‘One’

    AOL has rebranded AOL Networks to AOL Platforms, and announced the launch of One, a cross-screen programmatic ad platform, which combines the teams and technologies behind Adap.tv, AdLearn Open Platform (AOP) and MarketPlace, and lives under the AOL Platforms brand.

    Here’s the official description for One:

    ONE will be the first platform that empowers brands with a holistic view of the consumer’s journey through the marketing funnel, and makes that insight actionable, in real-time on the platform. Development on ONE is underway and customers will be able to start using portions of the platform later this year. The single, unified platform takes media planning and management to a new level, with predictive analytics that provide immediate insights on metrics like reach, frequency, and performance, and post-campaign insights that look across all screens and formats to deliver immediate impact on brand metrics. It is completely format, screen and inventory agnostic – from video, display and TV, to tablet, desktop and mobile devices, to reserved and non-reserved inventory across AOL or any other publisher or media source.

    IPG Mediabrands plans to be the charter agency network partner for One. The news was announced at ad:tech in San Francisco.

    AOL CEO Tim Armstrong said, “AOL has spent the last four years building platforms to facilitate the efficient and effective flow of advertising dollars to digital. We build brands – our own, and those of more than 22,000 publishers in our global network and the thousands of marketers we work with daily to help them accomplish their business goals in today’s fast moving, dynamic market. On the platforms side of our business, as machines automate more media decisions across TV to digital, we are well-positioned to help advertisers, agencies and publishers realize the true value of data-driven advertising.”

    Bob Lord, CEO of AOL Platforms added, “Our industry has developed too many niche offerings and specialized services over the last 25 years, and chaos in ad tech is at an all-time high. The inefficiencies, ineffectiveness and expense of managing multiple teams, tools and metrics for display, mobile and video, across all devices, are stifling.”

    “The holy grail of marketing is helping marketers understand how direct response and brand budgets can interact together,” he said. “With the goal of driving economic efficiencies and media effectiveness, ONE ensures that data drives media selection and allocation, pricing and creative. It is the integrator of media across every screen and the automator of decisions that have long not needed human attention. I believe a platform like ONE – that is open and that doesn’t discriminate – will win.”

    “Our mission is to foster an open, global ecosystem that simplifies digital adverting, enabling customers to efficiently leverage the entire technology and data ecosystem,” Lord said. “Customers who have a commitment to an external partner for a piece of the ad tech stack will be able to integrate and plug that solution into our platform giving advertisers and publishers alike incredible flexibility with elements like data and attribution to join and manage all of their investments on a single platform in real time.”

    ONE will be sold as an enterprise solution, and will be used by AOL itself as its dedicated programmatic platform.

    Image via AOL

  • Moviefone To Be Disconnected In Favor Of App

    For movie lovers in certain parts of the country, Moviefone has been an entertainment staple for the last 25 years. But with technology advancing rapidly as more and more people rely on smartphones for just about everything, calls to the automated service have declined to the point where it’s now a necessity for the company’s owners to move on just to keep up.

    The number for Moviefone will be disconnected in the coming weeks so that AOL, which bought the service in 1999, can focus on the app and some upgrades to content. AOL has handed over control of those things to BermanBraun, a web and television company, and while there is excitement about the upcoming changes, some think the end of the Moviefone line is needless.

    “It’s a missed opportunity and unfortunately characterizes the way AOL has mismanaged the Moviefone business for quite a while,” Andrew Jarecki, one of the co-founders of Moviefone, said. “The fact that a lot of people still call — hundreds of thousands a month, from what I have been told — shows that it isn’t some ancient idea.”

    Still, the re-branding may be coming at the perfect time, according to Kara Swisher of AllThingsD.com.

    “The time may be right. Now, everything old is new again, it seems, as the explosion of smartphones and other mobile devices allows the old Moviefone name to actually feel current,” she wrote.

    Russ Leatherman, a co-founder of the company who also provides the infamous voice of 777-FILM, says he’s sad to see the end of an era but is ready to embrace it at the same time.

    “It’s been a total blast, but if I’ve heard my last ‘Do the voice,’ that’s O.K. too. I’m ready to work on new projects and get back to being an entrepreneur,” he said.

    Image via YouTube

  • AOL Earnings Released, Company Posts Strongest Quarter In 10 Years

    AOL Earnings Released, Company Posts Strongest Quarter In 10 Years

    AOL just released its Q4 earnings report, delivering its strongest revenue growth in a decade.

    Total revenue grew 13% year-over-year, mostly due to global ad revenue growth, which grew 23% itself. This includes 63% growth in third party network revenue and 7% growth in global display. Global search revenue decreased by 2%.

    CEO Tim Armstrong said, “2013 was AOL’s most successful year in the last decade, and we accomplished our goal of industry level growth at scale for AOL. AOL’s exceptionally talented team continues to execute against our strategy and our results show meaningful progress in the most important areas of media and technology. AOL plans to invest in our market leading strategies in 2014, while we continue to grow the company.”

    Earnings per share didn’t quite meet Wall Street expectations. It will be interesting to see how the coming quarters look without Patch. AOL announced it would get rid of (while keeping a minority stake in) Patch last month with the deal to close early in the quarter.

    Shares are up in pre-market trading.

    Here’s the release in its entirety:

    NEW YORK–()–AOL Inc. (NYSE:AOL) released fourth quarter 2013 results today.

    “AOL’s exceptionally talented team continues to execute against our strategy and our results show meaningful progress in the most important areas of media and technology. AOL plans to invest in our market leading strategies in 2014, while we continue to grow the company.”

    “2013 was AOL’s most successful year in the last decade, and we accomplished our goal of industry level growth at scale for AOL,” said Tim Armstrong, AOL Chairman and CEO. “AOL’s exceptionally talented team continues to execute against our strategy and our results show meaningful progress in the most important areas of media and technology. AOL plans to invest in our market leading strategies in 2014, while we continue to grow the company.”

    Summary Results
    In millions (except per share amounts)
    Q4 2013 Q4 2012 Change FY 2013 FY 2012 Change
    Revenue
    Advertising $ 507.0 $ 410.6 23 % $ 1,613.4 $ 1,418.5 14 %
    Global Display 181.7 169.8 7 % 610.2 575.4 6 %
    Global Search 101.7 103.6 -2 % 388.5 371.5 5 %
    AOL Properties 283.4 273.4 4 % 998.7 946.9 5 %
    Third Party Network 223.6 137.2 63 % 614.7 471.6 30 %
    Subscription 156.7 174.2 -10 % 650.1 705.3 -8 %
    Other 15.3 14.7 4 % 56.4 67.9 -17 %
    Total revenues $ 679.0 $ 599.5 13 % $ 2,319.9 $ 2,191.7 6 %
    Adjusted operating income before depreciation and amortization (Adjusted OIBDA) (1) $ 147.3 $ 123.3 19 % $ 480.7 $ 412.6 17 %
    Operating income $ 71.8 $ 68.2 5 % $ 190.3 $ 1,201.9 -84 %
    Net income attributable to AOL Inc. $ 36.0 $ 35.7 1 % $ 92.4 $ 1,048.4 -91 %
    Diluted EPS $ 0.43 $ 0.41 5 % $ 1.13 $ 11.21 -90 %
    Cash provided by operating activities $ 90.0 $ 76.7 17 % $ 318.9 $ 365.6 -13 %
    Free Cash Flow (1) $ 60.4 $ 46.3 30 % $ 192.1 $ 245.1 -22 %
    (1) See Page 9 for a reconciliation of Adjusted OIBDA and Free Cash Flow to the GAAP financial measures we consider most comparable.

    Q4 Consolidated AOL Revenue Trends:

    • Q4 total revenue grew 13% year-over-year, driven by global advertising revenue growth.
    • Global advertising revenue grew 23% year-over-year reflecting:
      • 63% growth in Third Party Network revenue driven by growth in the sale of premium formats across AOL’s programmatic platform and by the inclusion of revenue from Adap.tv. Third Party Network Revenue grew 20% excluding Adap.tv.
      • 7% growth in global display revenue driven by improved pricing related to growth in the sale of premium formats across AOL’s properties.
      • 2% decline in global search revenue driven primarily by fewer search queries resulting from a decline in domestic AOL subscribers.
    • Subscription revenue declined 10% year-over-year and domestic AOL subscriber monthly average churn was 1.3% in Q4 2013 compared to a 10% decline year-over-year in subscription revenue and 1.8% monthly average churn in Q4 2012.

    Q4 Consolidated AOL Profitability Trends:

    • Operating income, net income and diluted EPS were negatively impacted by a pre-tax restructuring charge of $13.2 million, largely related to a reduction in personnel, including Patch.
    • Adjusted OIBDA grew 19% year-over-year, driven by total revenue growth and a 25% decline in general and administrative expenses, partially offset by a 17% growth in costs of revenue expenses.
    • Cost of revenues increased $70.5 million year-over-year, reflecting a $67.4 million increase in total Traffic Acquisition Costs (TAC). TAC increases were driven by the inclusion of Adap.tv, growth in Third Party Network revenue and growth in our search marketing related efforts. Increased expenses associated with Adap.tv offset approximately $11 million of special (expense) items from Q4 2012 that did not reoccur in Q4 2013.
    • General and administrative expenses declined $27.6 million in Q4 2013 year-over-year, due to a decline in marketing costs primarily related to AOL’s continued cost reduction efforts, and a decline in legal and consulting fees.

    AOL Asset, Cash & Cash Flow Trends:

    • AOL had $207.3 million of cash and equivalents at December 31, 2013. Q4 cash provided by operating activities and Free Cash Flow were $90.0 million and $60.4 million, up 17% and 30% year-over-year, respectively.
    • AOL repurchased 0.9 million shares of common stock at an average price of $34.60 in Q4 2013, or approximately $32.6 million in aggregate. In 2013, AOL repurchased 3.9 million shares at an average price of $34.75, or approximately $135 million in aggregate. AOL has approximately $115 million left in its current share repurchase authorization.
    • On December 31, 2013, AOL entered into an agreement to contribute Patch into a new joint venture which will be operated and majority owned by Hale Global. In connection with the transaction, AOL incurred $5.8 million in restructuring charges in Q4 2013. The transaction closed on January 29, 2014.
    • On January 23, 2014, AOL acquired Gravity, a premier personalization technology and publisher solutions business, for approximately $82 million in cash. An additional approximately $8 million of consideration will be deferred and paid over a two-year service period for certain Gravity employees. As part of the transaction, AOL will acquire approximately $12 million of net operating losses, which is expected to result in a future cash tax benefit to AOL of approximately $5 million.
    DISCUSSION OF SEGMENT RESULTS
    Q4’13 Q4’12 Change
    (In millions)
    Revenue
    Brand Group 222.0 213.2 4 %
    Membership Group 209.3 230.8 -9 %
    AOL Networks 275.0 183.5 50 %
    Corporate & Other 0.0 0.3 -100 %
    Intersegment eliminations (27.3 ) (28.3 ) 4 %
    Total Revenue $ 679.0 $ 599.5 13 %
    Adjusted OIBDA
    Brand Group 35.6 8.8 305 %
    Membership Group 145.9 158.7 -8 %
    AOL Networks 5.9 6.4 -8 %
    Corporate & Other (40.1 ) (50.6 ) 21 %
    Total Adjusted OIBDA $ 147.3 $ 123.3 19 %

    Brand Group

    Brand Group revenue growth reflects continued growth in global display. Brand Group display revenue grew 6% globally driven by improved pricing as a result of growth in premium format impressions. Brand Group search revenue was flat year-over-year.

    Brand Group Adjusted OIBDA improved significantly versus the prior year period, primarily due to the growth in display revenue discussed above as well as a reduction in personnel, primarily at Patch, and lower marketing costs. Lower year-over-year Brand Group operating expenses were partially offset by growth in TAC associated with AOL’s search marketing-related efforts.

    Membership Group

    Membership Group revenue declines reflect a 10% decline in subscription revenue driven by 10% fewer domestic AOL subscribers year-over-year. Membership Group revenue declines were partially offset by a 28% year-over-year reduction in churn rate to 1.3% and by 4% year-over-year growth in domestic average monthly subscription revenue per AOL subscriber (ARPU). Reduced churn and ARPU growth continues to reflect the benefits of AOL’s retention program and the impact of a price rationalization program. The decrease in Membership Group revenue year-over-year was also impacted by a decrease in search revenue of 7% due to fewer search queries resulting from a decline in domestic AOL subscribers.

    Membership Group Adjusted OIBDA declines primarily reflect the decline in subscription revenue discussed above, partially offset by a decline in costs associated with the decline in subscribers.

    AOL Networks

    AOL Networks revenue increased 50% year-over-year, driven by significant growth in Third Party Network revenue which includes Adap.tv. Excluding Adap.tv, Third Party Network revenue grew approximately 20% year-over-year, driven by growth in the sale of premium formats across AOL’s programmatic platform. AOL Networks’ year-over-year revenue comparison was negatively impacted by the divestiture of StudioNow in Q1 2013. StudioNow contributed $1.4 million in revenue to AOL Networks in Q4 2012.

    AOL Networks Adjusted OIBDA declined $0.5 million year-over-year driven by increased investments in our programmatic platforms and premium formats.

    Corporate & Other

    Corporate & Other Adjusted OIBDA improved significantly year-over-year, primarily driven by declines in marketing costs as a result of AOL’s broader cost reduction efforts, and a decline in legal costs.

    Tax

    AOL had Q4 2013 pre-tax income of $70.8 million and income tax expense of $35.3 million, resulting in an effective tax rate of 49.9%. This compares to an effective tax rate of 47.2% for Q4 2012. The effective tax rate for Q4 2013 differed from the statutory U.S. federal income tax rate of 35.0% primarily due to the impact of foreign losses that did not produce a tax benefit. The effective tax rate for Q4 2012 differed from the statutory U.S. federal income tax rate due to the impact of foreign losses that did not produce a tax benefit and the impact of changes in state tax rates and apportionment on AOL’s deferred tax assets.

    Cash Flow

    Q4 2013 cash provided by operating activities was $90.0 million, while Free Cash Flow was $60.4 million, both up year-over-year primarily due to growth in Adjusted OIBDA, partially offset by timing of working capital.

    CONSOLIDATED OPERATING METRICS
    Q4 2013 Q4 2012 Y/Y Change Q3 2013 Q/Q Change
    Subscriber Information
    Domestic AOL subscribers (in thousands) (1) 2,501 2,794 -10 % 2,508 0 %
    ARPU (1) $ 20.01 $ 19.27 4 % $ 20.15 -1 %
    Domestic AOL subscriber monthly average churn (2) 1.3 % 1.8 % -28 % 1.4 % -7 %
    Unique Visitors (in millions) (3)
    Domestic average monthly unique visitors to AOL Properties 120 113 6 % 115 4 %
    Domestic average monthly unique visitors to AOL Advertising Network 207 187 11 % 196 5 %
    (1) Domestic AOL subscribers include subscribers participating in introductory free-trial periods and subscribers that are paying no monthly fees or reduced monthly fees through member service and retention programs. Individuals who are only registered for our free offerings, including subscribers who have migrated from paid subscription plans, are not included in the AOL subscriber numbers presented above. Additionally, only those individuals whose subscription includes AOL-brand dial-up access service are included in the AOL subscriber numbers above. ARPU is calculated as domestic average monthly subscription revenue per AOL subscriber.
    (2) Churn represents the percentage of AOL subscribers that are either terminated or cancel our services, factoring in new and reactivated subscribers. Monthly average churn is calculated as the monthly average number of terminations plus cancellations divided by the initial AOL subscriber base plus any new registrations and reactivations for the applicable period.
    (3) See “Unique Visitor Metrics” on page 10 of this press release.

    Webcast and Conference Call Information

    AOL Inc. will host a conference call to discuss fourth quarter 2013 financial results on Thursday, February 6, 2014, at 8:00 am ET. To access the call, parties in the United States and Canada should call toll-free (800) 237.9752 and other international parties should call (617) 847.8706. Additionally, a live webcast of the conference call, together with supplemental financial information, can be accessed through the Company’s Investor Relations website at http://ir.aol.com. In addition, an archive of the webcast can be accessed through the link above for one year following the conference call, and an audio replay of the call will be available for two weeks following the conference call by calling (888) 286.8010 and other international parties should call (617) 801.6888. The access code for the replay is 64912086.

    FINANCIAL STATEMENTS

    AOL Inc.
    Consolidated Statements of Operations
    (In millions, except per share amounts)
    Three Months Ended December 31, Years Ended December 31,
    2013 2012 2013 2012
    (unaudited) (unaudited) (unaudited)
    Revenues:
    Advertising $ 507.0 $ 410.6 $ 1,613.4 $ 1,418.5
    Subscription 156.7 174.2 650.1 705.3
    Other 15.3 14.7 56.4 67.9
    Total revenues 679.0 599.5 2,319.9 2,191.7
    Costs of revenues 494.6 424.1 1,706.2 1,587.2
    General and administrative 84.4 112.0 322.0 413.2
    Amortization of intangible assets 15.4 9.6 45.1 38.2
    Restructuring costs 13.2 2.4 41.3 10.1
    Goodwill impairment charge 17.5
    Income from licensing of intellectual property (96.0 )
    (Gain) loss on disposal of assets, net (0.4 ) (16.8 ) (2.5 ) (962.9 )
    Operating income 71.8 68.2 190.3 1,201.9
    Other income (loss), net (1.0 ) (1.1 ) (6.6 ) 8.2
    Income from operations before income taxes 70.8 67.1 183.7 1,210.1
    Income tax provision 35.3 31.7 93.1 162.4
    Net income $ 35.5 $ 35.4 $ 90.6 $ 1,047.7
    Net (income) loss attributable to noncontrolling interests 0.5 0.3 1.8 0.7
    Net income attributable to AOL Inc. $ 36.0 $ 35.7 $ 92.4 $ 1,048.4
    Per share information attributable to AOL Inc. common stockholders:
    Basic net income per common share $ 0.46 $ 0.43 $ 1.19 $ 11.51
    Diluted net income per common share $ 0.43 $ 0.41 $ 1.13 $ 11.21
    Shares used in computing basic income per common share 78.9 83.7 77.6 91.1
    Shares used in computing diluted income per common share 83.5 88.1 82.0 93.5
    Cash dividends paid per common share $ $ 5.15 $ $ 5.15
    Depreciation expense by function:
    Costs of revenues $ 28.9 $ 30.3 $ 119.0 $ 126.5
    General and administrative 2.6 2.8 9.9 12.2
    Total depreciation expense $ 31.5 $ 33.1 $ 128.9 $ 138.7
    Equity-based compensation by function:
    Costs of revenues $ 10.4 $ 5.3 $ 29.2 $ 18.9
    General and administrative 5.2 5.9 17.8 20.6
    Total equity-based compensation $ 15.6 $ 11.2 $ 47.0 $ 39.5
    Traffic Acquisition Costs (included in costs of revenues) $ 171.5 $ 104.1 $ 479.4 $ 356.9
    Third Party Network Traffic Acquisition Costs $ 144.9 $ 85.6 $ 393.8 $ 306.7
    AOL Inc.
    Consolidated Balance Sheets
    (In millions, except per share amounts)
    December 31, December 31,
    2013 2012
    Assets (unaudited)
    Current assets:
    Cash and equivalents $ 207.3 $ 466.6
    Accounts receivable, net of allowances of $8.3 and $6.6, respectively 491.0 351.9
    Prepaid expenses and other current assets 34.1 28.5
    Deferred income taxes, net 30.7 40.6
    Total current assets 763.1 887.6
    Property and equipment, net 467.9 478.3
    Goodwill 1,361.7 1,084.1
    Intangible assets, net 208.4 133.2
    Long-term deferred income taxes, net 110.6 148.8
    Other long-term assets 71.7 65.3
    Total assets $ 2,983.4 $ 2,797.3
    Liabilities, Redeemable Noncontrolling Interest and Equity
    Current liabilities:
    Accounts payable $ 101.0 $ 76.1
    Accrued compensation and benefits 127.0 151.4
    Accrued expenses and other current liabilities 197.3 175.3
    Deferred revenue 67.2 57.8
    Current portion of obligations under capital leases 55.5 49.6
    Total current liabilities 548.0 510.2
    Long-term portion of obligations under capital leases 56.2 56.3
    Long-term deferred income taxes 4.4 5.8
    Other long-term liabilities 97.6 73.8
    Total liabilities 706.2 646.1
    Redeemable noncontrolling interest 9.7 13.4
    Equity:
    Common stock, $0.01 par value, 114.1 million shares issued and 79.2 million shares
    outstanding as of December 31, 2013 and 110.1 million shares issued and 76.6
    million shares outstanding as of December 31, 2012
    1.1 1.1
    Additional paid-in capital 3,592.7 3,457.5
    Accumulated other comprehensive income (loss), net (290.4 ) (294.1 )
    Accumulated deficit (93.6 ) (188.0 )
    Treasury stock, at cost, 34.9 million shares as of December 31, 2013 and
    33.5 million shares as of December 31, 2012
    (942.9 ) (838.4 )
    Total stockholders’ equity 2,266.9 2,138.1
    Noncontrolling interest 0.6 (0.3 )
    Total equity 2,267.5 2,137.8
    Total liabilities, redeemable noncontrolling interest and equity $ 2,983.4 $ 2,797.3
    AOL Inc.
    Consolidated Statements of Cash Flows
    (In millions)
    Years Ended December 31,
    2013 2012
    (unaudited)
    Operating Activities
    Net income $ 90.6 $ 1,047.7
    Adjustments for non-cash and non-operating items:
    Depreciation and amortization 174.0 176.9
    Asset impairments and write-offs 30.6 6.1
    (Gain) loss on step acquisitions and disposal of assets, net (1.5 ) (975.5 )
    Equity-based compensation 47.0 39.5
    Deferred income taxes 51.5 124.1
    Other non-cash adjustments 4.4 (2.6 )
    Changes in operating assets and liabilities, net of acquisitions
    Receivables (104.5 ) (33.4 )
    Accrued expenses 21.7 4.6
    Deferred revenue 7.9 (12.7 )
    Other balance sheet changes (2.8 ) (9.1 )
    Cash provided by operating activities 318.9 365.6
    Investing Activities
    Investments and acquisitions, net of cash acquired (337.9 ) (32.0 )
    Proceeds from disposal of assets, net 1.5 952.3
    Capital expenditures and product development costs (65.7 ) (64.9 )
    Cash (used) provided by investing activities (402.1 ) 855.4
    Financing Activities
    Repurchase of common stock (134.8 ) (698.7 )
    Principal payments on capital leases (61.1 ) (55.6 )
    Tax withholdings related to net share settlements of restricted stock units (16.5 ) (7.6 )
    Proceeds from exercise of stock options 35.3 35.2
    Cash dividends paid (434.4 )
    Cash dividend equivalent payments on restricted stock units (4.4 )
    Other financing activities 6.1 0.3
    Cash used by financing activities (175.4 ) (1,160.8 )
    Effect of exchange rate changes on cash and equivalents (0.7 ) (1.1 )
    (Decrease) increase in cash and equivalents (259.3 ) 59.1
    Cash and equivalents at beginning of period 466.6 407.5
    Cash and equivalents at end of period $ 207.3 $ 466.6

    SUPPLEMENTAL INFORMATION – UNAUDITED

    Items impacting comparability: The following table represents certain items that impacted the comparability of net income attributable to AOL Inc. for the three months and years ended December 31, 2013 and 2012 (In millions, except per share amounts):

    Three Months Ended
    December 31,
    Year Ended
    December 31,
    2013 2012 2013 2012
    Restructuring costs $ (13.2 ) $ (2.4 ) $ (41.3 ) $ (10.1 )
    Equity-based compensation expense (15.6 ) (11.2 ) (47.0 ) (39.5 )
    Asset impairments and write-offs (0.2 ) (3.1 ) (30.6 ) (6.1 )
    Gain (loss) on disposal of assets, net (1) 0.4 17.6 2.5 964.2
    Costs related to proxy contest (0.1 ) (8.9 )
    Costs related to patent sale and return of proceeds to shareholders (7.1 ) (15.7 )
    Income from licensing of intellectual property 96.0
    Tax, legal and other settlements (1.0 ) (8.6 )
    Acquisition-related costs (2) (5.1 ) (5.1 )
    Gain on consolidation of Ad.com Japan (3) 10.8
    Pre-tax impact (28.6 ) (12.4 ) (116.4 ) 977.0
    Income tax impact (4) 11.3 2.1 38.1 (48.2 )
    After-tax impact of items impacting comparability of net income $ (17.3 ) $ (10.3 ) $ (78.3 ) $ 928.8
    Impact per basic common share $ (0.22 ) $ (0.12 ) $ (1.01 ) $ 10.20
    Impact per diluted common share $ (0.21 ) $ (0.12 ) $ (0.95 ) $ 9.93
    Effective tax rate (5) 39.4 % 39.2 % 39.4 % 39.2 %
    (1) Gain on disposal of assets for the three months ended December 31, 2012 relates primarily to the release of a VAT indemnification liability reserve associated with the sales of our German and UK access businesses in 2006 and 2007. The statute of limitations on this indemnification expired on December 31, 2012. For the year ended December 31, 2012, gain on disposal of assets also includes the gain on the sale of the patents of $946.1 million in the second quarter of 2012.
    (2) Acquisition-related costs for the three months and year ended December 31, 2012 includes approximately $4.7 million related to a bonus paid to employees of an acquired company and accounted for as compensation expense.
    (3) During the three months ended March 31, 2012, AOL purchased an additional interest in a joint venture, Ad.com Japan, and gained control of the board and day-to-day operations of the joint venture. As a result, beginning in February 2012, AOL consolidated the results of Ad.com Japan and upon closing of the transaction, AOL recorded a noncash gain of approximately $10.8 million related to our pre-existing investment in Ad.com Japan.
    (4) Income tax impact is calculated by applying the normalized effective tax rate to deductible items. The income tax impacts for certain items such as gain (loss) on disposal of assets and gain on consolidation of Ad.com Japan are calculated by using the actual tax expense for the transactions. The goodwill impairment charge of $17.5 million recorded in the third quarter of 2013 is not deductible for income tax purposes.
    (5) For the three months and year ended December 31, 2013, the effective tax rate was calculated based on AOL’s 2013 normalized annual effective tax rate. The effective tax rate for the three months and year ended December 31, 2012 was calculated based upon AOL’s 2012 normalized annual effective tax rate.
    AOL Inc.
    Reconciliation of Adjusted OIBDA to Operating Income and Free Cash Flow to Cash Provided by Operating Activities
    (In millions)
    Three Months Ended December 31, Years Ended December 31,
    2013 2012 2013 2012
    Operating income $ 71.8 $ 68.2 $ 190.3 $ 1,201.9
    Add: Depreciation 31.5 33.1 128.9 138.7
    Add: Amortization of intangible assets 15.4 9.6 45.1 38.2
    Add: Restructuring costs 13.2 2.4 41.3 10.1
    Add: Equity-based compensation 15.6 11.2 47.0 39.5
    Add: Asset impairments and write-offs 0.2 3.1 30.6 6.1
    Add: Losses/(gains) on disposal of assets, net (0.4 ) (17.6 ) (2.5 ) (964.2 )
    Add: Special items (1) 13.3 (57.7 )
    Adjusted OIBDA $ 147.3 $ 123.3 $ 480.7 $ 412.6
    Cash provided by operating activities $ 90.0 $ 76.7 $ 318.9 $ 365.6
    Less: Capital expenditures and product development costs 13.0 15.9 65.7 64.9
    Less: Principal payments on capital leases 16.6 14.5 61.1 55.6
    Free Cash Flow $ 60.4 $ 46.3 $ 192.1 $ 245.1
    (1) Special items for the three months ended December 31, 2012 include costs related to the patent sale of $7.1 million (including a year-end employee bonus as a result of the patent transaction) and acquisition-related costs of $5.1 million. Special items for the year ended December 31, 2012 also include patent licensing income of $96.0 million and additional costs related to the patent sale of $8.6 million, as well as proxy contest costs of $8.9 million and the Virginia tax settlement of $7.6 million.

    Note Regarding Non-GAAP Financial Measures

    This press release and its attachments include the financial measures Adjusted OIBDA and Free Cash Flow, both of which are defined as non-GAAP financial measures by the Securities and Exchange Commission (SEC). These measures may be different than similarly-titled non-GAAP financial measures used by other companies. The presentation of this financial information is not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with generally accepted accounting principles (GAAP). Explanations of our non-GAAP financial measures are as follows:

    Adjusted OIBDA. We define Adjusted OIBDA as operating income before depreciation and amortization excluding the impact of restructuring costs, non-cash equity-based compensation, gains and losses on all disposals of assets, noncash asset impairments and write-offs and special items. We consider Adjusted OIBDA to be a useful metric for management and investors to evaluate and compare the ongoing operating performance of our business on a consistent basis across reporting periods, as it eliminates the effect of noncash items such as depreciation of tangible assets, amortization of intangible assets that were primarily recognized in business combinations, asset impairments and write-offs, as well as the effect of restructurings, gains and losses on asset sales and special items, which we do not believe are indicative of our core operating performance. We exclude the impacts of equity-based compensation to allow us to be more closely aligned with the industry and analyst community. A limitation of this measure, however, is that it does not reflect the periodic costs of certain capitalized tangible and intangible assets used in generating revenues in our business or the current or future expected cash expenditures for restructuring costs. The Adjusted OIBDA measure also does not include equity-based compensation, which is and will remain a key element of our overall long-term compensation package. Moreover, the Adjusted OIBDA measures do not reflect gains and losses on asset sales, impairment charges and write-offs related to goodwill, intangible assets and fixed assets or special items which impact our operating performance. We evaluate the investments in such tangible and intangible assets through other financial measures, such as capital expenditure budgets, investment spending levels and return on capital.

    Free Cash Flow. We define Free Cash Flow as cash provided by operating activities, less capital expenditures, product development costs and principal payments on capital leases. We consider Free Cash Flow to be a liquidity measure that provides useful information to management and investors about the amount of cash generated by the business that, after capital expenditures, capitalized product development costs and principal payments on capital leases, can be used for strategic opportunities, including investing in our business, making strategic acquisitions, and strengthening the balance sheet. Analysis of Free Cash Flow also facilitates management’s comparisons of our operating results to competitors’ operating results. A limitation on the use of this metric is that Free Cash Flow does not represent the total increase or decrease in cash for the period because it excludes certain non-operating cash flows.

    Unique Visitor Metrics

    We utilize unique visitor numbers to evaluate the performance of AOL Properties. In addition, we utilize unique visitor numbers to evaluate the reach of the AOL Advertising Network, which includes both AOL Properties and the Third Party Network. Unique visitor numbers provide an indication of our consumer reach. Although our consumer reach does not correlate directly to advertising revenue, we believe that our ability to broadly reach diverse demographic and geographic audiences is attractive to brand advertisers seeking to promote their brands to a variety of consumers without having to partner with multiple content providers. The source for our unique visitor information is a third party (comScore Media Metrix, or “Media Metrix”).

    Cautionary Statement Concerning Forward-Looking Statements

    This press release and our conference call at 8:00 a.m. Eastern Time today may contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 regarding business strategies, market potential, future financial and operational performance and other matters. Words such as “anticipates,” “estimates,” “expects,” “projects,” “forecasts,” “intends,” “plans,” “will,” “believes” and words and terms of similar substance used in connection with any discussion of future operating or financial performance identify forward-looking statements. These forward-looking statements are based on management’s current expectations and beliefs about future events. As with any projection or forecast, they are inherently susceptible to uncertainty and changes in circumstances. Except as required by law, we are under no obligation to, and expressly disclaim any obligation to, update or alter any forward-looking statements whether as a result of such changes, new information, subsequent events or otherwise. Various factors could adversely affect our operations, business or financial results in the future and cause our actual results to differ materially from those contained in the forward-looking statements, including those factors discussed in detail in the “Risk Factors” sections contained in our Annual Report on Form 10-K for the year ended December 31, 2012 (the “Annual Report”) and in our Quarterly Report on Form 10-Q for the quarter ended September 30, 2013 (the “Quarterly Report”), filed with the Securities and Exchange Commission. In addition, we operate a web services company in a highly competitive, rapidly changing and consumer- and technology-driven industry. This industry is affected by government regulation, economic, strategic, political and social conditions, consumer response to new and existing products and services, technological developments and, particularly in view of new technologies, the continued ability to protect intellectual property rights. Our actual results could differ materially from management’s expectations because of changes in such factors. Achieving our business and financial objectives, including improved financial results and maintenance of a strong balance sheet and liquidity position, could be adversely affected by the factors discussed or referenced under the “Risk Factors” sections contained in the Annual Report and Quarterly Report as well as, among other things: 1) changes in our plans, strategies and intentions; 2) stock price volatility; 3) future borrowing and restrictive covenants under the new revolving credit facility; 4) the impact of significant acquisitions, dispositions and other similar transactions; 5) our ability to attract and retain key employees; 6) any negative unintended consequences of cost reductions, restructuring actions or similar efforts, including with respect to any associated savings, charges or other amounts; 7) adoption of new products and services; 8) our ability to attract and retain unique visitors to our properties; 9) asset impairments; and 10) the impact of “cyber-attacks.”

     

    Image via Wikimeda Commons

  • AOL Acquires Web Personalization Firm Gravity

    AOL announced that it has entered into an agreement to acquire Gravity, developer of content optimization and personalization technology and “the Interest graph”.

    The deal is for $83 million, and an additional $7.7 million may be deferred and paid over two years after the closing.

    AOL CEO Tim Armstrong said, “The web is moving to the era of personal, and a personal web filter will reshape how consumers get information and services. Gravity is joining AOL to lead the personalization transformation of AOL’s brands and platform partners.”

    Gravity CEO Amit Kapur added, “Every day we’re presented with an overwhelming amount of information to consume on our favorite websites and apps. It’s time to move beyond searching for the best content to having the best content search for you. We believe that by combining AOL’s vast brand, publisher and advertiser network with Gravity’s interest graph technology, we can do just that.”

    AOL says the acquisition will help it distribute relevant and engaging content and advertising across the Internet, personalize its own brands for consumers, and enable its publisher network to deliver more personalized and relevant recommendations and content. The company says it will also allow its advertisers to deliver relevant branded content to consumers based on their specific interests and when they’re most engaged.

    Gravity is also expected to help AOL improve its analytics and targeting and strengthen its technology infrastructure.

    Gravity’s executive team and engineers will work for AOL, with its product team reporting to AOL Brand Group Head of Product, Luke Beatty.

    Image via Gravity

  • AOL Gets Rid Of Patch, But Keeps Minority Stake

    AOL will continue to have a relationship with its hyperlocal news service Patch, but is relinquishing operation and majority control, as it has announced a new joint venture with Hale Global.

    AOL says it will contribute Patch to a new limited liability company, of which Hale will own the majority, and will operate. AOL will retain a minority interest. Financial terms of the deal were not disclosed.

    AOL chairman and CEO Tim Armstrong said, “Patch is an important source of information for communities, and the joint venture we created has a unified mission to provide local platforms and hyper-local content. AOL has established leading positions in attractive scaled opportunities including video, brands, advertising and subscriptions by making bold bets and strategically investing in these high-growth opportunities — and local will be a growth space during the next decade of the Internet.”

    “Hale Global has a strong track record of operational excellence and platform experience, and we are looking forward to working closely with them on Patch,” he added.

    “We are committed to bringing users, local businesses, writers and advertisers together into a Patch experience full of innovation and growth,” said Hale Global CEO Charles Hale. “Along with AOL, we are committed to taking the necessary steps to ensure Patch remains a vibrant part of the community.”

    Patch was supposed to be a major part of AOL’s business, but it never quite worked out that way. Last year, the company laid off hundreds of Patch workers.

    AOL expects the deal to close early in the first quarter.

    Image via Patch

  • Internet Giants Urge U.S. To Reform Government Surveillance

    Internet Giants Urge U.S. To Reform Government Surveillance

    AOL, Apple, Facebook, Google, LinkedIn, Microsoft, Twitter and Yahoo have joined together to urge the U.S. government to reform government surveillance laws and practices.

    The companies have set up a website called Reform Government Surveillance, where they outline five principles, and offer commentary from the CEOs of each company (Brad Smith, General Counsel and EVP, Legal and Corporate Affairs speaks up for Microsoft, which is currently between CEOs).

    Principles discussed include limiting governments’ authority to collect users’ info, oversight and accountability, transparency about government demands, respecting the free flow of info, and avoiding conflicts among governments.

    “Reports about government surveillance have shown there is a real need for greater disclosure and new limits on how governments collect information,” says Facebook CEO Mark Zuckerberg. “The US government should take this opportunity to lead this reform effort and make things right.”

    “The security of users’ data is critical, which is why we’ve invested so much in encryption and fight for transparency around government requests for information,” says Google CEO Larry Page. “This is undermined by the apparent wholesale collection of data, in secret and without independent oversight, by many governments around the world. It’s time for reform and we urge the US government to lead the way.”

    Google’s Transparency Report is available here. It was updated last month, showing that government requests for user information have doubled over the past three years.

    Yahoo CEO Marissa Mayer says, “Protecting the privacy of our users is incredibly important to Yahoo. Recent revelations about government surveillance activities have shaken the trust of our users, and it is time for the United States government to act to restore the confidence of citizens around the world. Today we join our colleagues in the tech industry calling on the United States Congress to change surveillance laws in order to ensure transparency and accountability for government actions.”

    Like Facebook and Google, Yahoo has had its own share of privacy concerns from users in recent months. For example, the company implemented an email address recycling program, and new account holders have been getting sensitive emails meant for previous account holders. Yahoo has maintained that this has only happened to a small number of users.

    To its credit, the company recently announced that all Yahoo products will be encrypted by the end of Q1.

    The companies have put together an open letter to President Obama and Congress, which is included on the site. We’ve also included it below:

    Dear Mr. President and Members of Congress,

    We understand that governments have a duty to protect their citizens. But this summer’s revelations highlighted the urgent need to reform government surveillance practices worldwide. The balance in many countries has tipped too far in favor of the state and away from the rights of the individual — rights that are enshrined in our Constitution. This undermines the freedoms we all cherish. It’s time for a change.

    For our part, we are focused on keeping users’ data secure — deploying the latest encryption technology to prevent unauthorized surveillance on our networks and by pushing back on government requests to ensure that they are legal and reasonable in scope.

    We urge the US to take the lead and make reforms that ensure that government surveillance efforts are clearly restricted by law, proportionate to the risks, transparent and subject to independent oversight. To see the full set of principles we support, visit ReformGovernmentSurveillance.com

    Sincerely,

    AOL, Apple, Facebook, Google, LinkedIn, Microsoft, Twitter, Yahoo

    Will it make a difference?

    Image: Google ZeitgeistMinds (YouTube)

  • AOL Income Down 61% in Third Quarter

    AOL today released its third quarter earnings report, showing a large 61% year-over-year drop in operating income to just 16.7 million. This on total revenues of $561 million, a 6% increase from revenue generated during the third quarter of 2012.

    The shortfall was not due to advertising revenue, which rose 14% year-over-year to $386 million. Ad revenue from both the company’s display and search divisions were up. The company’s third party network revenues also rose by 32%, though its subscription revenue fell 7% to just $161 million.

    The lowered income can be directly attributed to restructuring costs and two impairment charges taken during the quarter, one for $19 million and the other for $25 million. The two non-cash asset impairments were related to AOL’s Patch initiative.

    Patch is a system of web-based local news sites in the U.S. AOL has hundreds Patch employees spread throughout the U.S., though the company recently announced significant layoffs for the program. AOL Chairman and CEO Tim Armstrong stated in August that up to 300 local Patch sites are slated for elimination. The cuts are expected to lower administrative costs for AOL as a whole.

    Another large expense during AOL’s third quarter was its recent acquisition of Adap.tv. The $405 million deal closed in early September and now represents Armstrong’s biggest purchase since he took over AOL operations in 2009. Adap.tv operates a video advertising platform that AOL believes will supplement its digital video initiatives and bring in further ad revenues.

    “AOL’s Q3 results are another step forward in our long-term plan,” said Armstrong, AOL Chairman and CEO. “The Q3 results highlight the strength of AOL’s strategy and the consistent execution of our team in delivering great consumer experiences and successful customer results.”

  • AOL Launches Global Innovation Lab, Enhancements To Pictela

    AOL announced on Wednesday that it is launching a global Innovation Lab for AOL Networks, as well as some product enhancements for its cloud-based Pictela platform.

    “The Lab will bring together top tier advertising tech talent from AOL Networks and marketing brand and technology executives to solve core business challenges they face in the ad technology space,” says AOL’s Ed Barnes, Senior Director, Product & Engineering at Pictela and AOL Networks. “The goal is to run hackathon style collaborations and deploy a creative solution within a 48-hour timeframe that delivers on the clients marketing business objectives, using AOL’s mix of scalable solutions, technology and platforms. The lab aims to challenge the status quo in internet advertising by delivering premium, industry first solutions for brands at scale.”

    New Pictela features include real-time control, cloud-based collaboration and better custom creation of ads.

    “Pictela has always been distinguished by its library of premium, award-winning templates (like the IAB’s Rising Star formats including the 300×1050 Devil unit) that can be used to launch rich ads quickly and easily-no coding required,” says Barnes. “Now, Pictela also provides a platform for bringing custom formats of any size to life, allowing valued in-house developers and designers to automate some of the more basic and mechanical aspects of ad building so that they can shift their focus to creative innovation.”

    There’s a new browser-based workflow tool for designers, producers, clients and others for real-time testing and approval.

    More on the changes here.

    Earlier this week, AOL announced that it has completed its acquisition of Adap.tv, which is now part of AOL Networks alongside PIctela.

  • AOL’s Adap.tv Acquisition Is Now Complete

    AOL’s Adap.tv Acquisition Is Now Complete

    About a month ago, AOL announced the company’s biggest acquisition under CEO Tim Armstrong with news that it would buy video ad platform Adap.tv for $405 million. The company announced the completion of that acquisition today.

    “With the addition of Adap.tv, AOL’s leadership position in digital video is further solidified,” said Armstrong. “AOL is well positioned to capitalize on two clear trends in the video space – the movement of advertising dollars from linear to online video and the shift from manual transactions to programmatic media buying. We welcome Adap.tv and its extremely talented employees to the AOL team.”

    AOL said in a statement, “Adap.tv is the only complete global programmatic video technology stack across all screens currently in the marketplace and will operate independently as part of AOL’s video organization. It will be included as part of the overall solution offered by AOL Networks to leading publishers, advertisers and agencies seeking to maximize the value of their online investments.”

    “At Adap.tv, we are focused on building the most important business within the most important category in digital advertising,” said Adap.tv CEO Amir Ashkenazi when the deal was first announced. “We believe that most TV advertising will soon be traded programmatically on platforms like ours. The combination of AOL and Adap.tv accelerates our vision of efficient and effective TV and video advertising.”

    AOL’s video organization is led by Ran Harnevo. AOL Networks also includes Advertising.com, the AOL On Network, Be On, ADTECH and Pictela.

    Adap.tv will also be part of AOL’s Programmatic Upfront on September 23rd. The company calls this an “inaugural event for the industry.”

    Image: Ashkenazi and Armstrong (BusinessWire)

  • AOL Reportedly Laying Off Hundreds From Patch, CEO Reportedly Fires Someone For Taking His Picture

    Layoffs are coming to AOL’s Patch hyperlocal news service over the next week or so, according to multiple reports. When the company reported its earnings earlier this week, CEO Tim Armstrong indicated that AOL would get rid of up to 300 Patch sites.

    The company is not commenting publicly about Patch currently, but plenty of rumors and bits of news are trickling out anyway.

    TechCrunch is reporting that it has confirmation from “a well-placed Patcher” that Armstrong confirmed hundreds would be laid off, with notifications expected throughout next week.

    According to Business Insider, who cites “a former Patch executive who remains in contract with people” there, Patch CEO Steve Kalin and Chief Content Officer Rachel Feddersen are out.

    And as if all of this wasn’t enough, Armstrong reportedly fired creative director Abel Lenz for taking his picture during a meeting (via Valleywag). Jim Romenesko shares a “tipster’s account”:

    “Abel, put that camera down. You’re fired. Out,” Armstrong said. After a pause of about five seconds, he then continued the call as though nothing had happened.

    Then after about five more minutes of talking about whatever, he threw in “and the reason I fired Abel before was I don’t want anyone taking pictures of this meeting.” He invoked some kind of comparison to a sports team’s locker room.

    But he seriously fired someone live on a conference call with the entire company … a call that informed us that no one would be laid off today but that instead the layoffs (sorry, “impacts”) would happen at different junctures next week depending on the success of finding “partners” for moribund Patch sites.

    Wow.

    I guess this story will continue to unfold over the next week or so. Stay tuned.

  • AOL Q2 Earnings Out, Global Ad Revenue Boosts Overall Revenue

    AOL Q2 Earnings Out, Global Ad Revenue Boosts Overall Revenue

    AOL reported its Q2 earnings on Wednesday, in addition to the news that it is acquiring Adap.tv in CEO Tim Armstrong’s biggest deal yet.

    The company managed to beat Wall Street estimates. Revenue for the quarter grew 2% year-over-year thanks to global ad revenue growth (7% growth year-over-year). The company also saw 8% growth in global search revenue driven by more revenue per search on AOL.com.

    Subscription revenue decreased by 5% for the company.

    Armstrong had this to say: “AOL takes a major step forward today with another quarter of growth and our agreement to acquire the Adap.tv video marketplace platform that will make AOL a clear global leader in the most important growth segment in our industry – online video. AOL continued to get leaner during Q2 while growing consumer traffic, growing all advertising revenue lines, and improving our subscription trends.”

    Here’s the release in its entirety:

    NEW YORK–(BUSINESS WIRE)–AOL Inc. (NYSE: AOL) released second quarter 2013 results today.

    “AOL takes a major step forward today with another quarter of growth and our agreement to acquire the Adap.tv video marketplace platform that will make AOL a clear global leader in the most important growth segment in our industry – online video,” said Tim Armstrong, AOL Chairman and CEO. “AOL continued to get leaner during Q2 while growing consumer traffic, growing all advertising revenue lines, and improving our subscription trends.”

    Summary Results
    In millions (except per share amounts)
    Q2 2013 Q2 2012 Change
    Revenue
    Advertising $ 361.2 $ 337.8 7 %
    Global Display 146.2 139.9 5 %
    Global Search 93.7 86.5 8 %
    AOL Properties 239.9 226.4 6 %
    Third Party Network 121.3 111.4 9 %
    Subscription 166.0 175.5 -5 %
    Other 14.1 17.8 -21 %
    Total revenues $ 541.3 $ 531.1 2 %
    Adjusted operating income before depreciation and amortization (Adjusted OIBDA)(1) $ 108.3 $ 94.6 14 %
    Operating income (2) $ 51.9 $ 1,059.2 -95 %
    Net income attributable to AOL Inc. (2) $ 28.5 $ 970.8 -97 %
    Diluted EPS $ 0.35 $ 10.17 -97 %
    Cash provided by operating activities $ 89.4 $ 167.2 -47 %
    Free Cash Flow (1) (2) $ 57.3 $ 136.8 -58 %
    (1) See Page 9 for a reconciliation of Adjusted OIBDA and Free Cash Flow to the GAAP financial measures we consider most comparable.
    (2) Year-over-year comparisons were impacted by the Q2 2012 patent transaction with Microsoft Corporation (“Microsoft”); which resulted in a Q2 2012 benefit of $1,042 million to operating income, $970 million to net income attributable to AOL Inc. and $96 million to free cash flow.

    Adap.tv Brings to AOL:

    • The only complete global programmatic video stack for publishers and advertisers across all screens;
    • A unified yield management platform for advertisers and publishers for planning, targeting, ad-serving and measurement;
    • One of the fastest growing platforms on the internet, with global revenue growth in excess of 100% per year in each of the last three years;
    • Wide adoption by the largest global advertisers and publishers, including 83 out of the Ad Age 100 and 70 of the comScore 100;
    • A talented team which has driven innovation in the automation of global video advertising.

    Q2 Consolidated AOL Revenue Trends:

    • Q2 total revenue grew 2% year-over-year driven by global advertising revenue growth.
    • Global advertising revenue grew 7% year-over-year reflecting:
      • 5% growth in global display revenue reflects 3% and 19% growth in domestic and international display revenue, respectively, driven by increased reserved impressions sold on AOL Properties.
      • 9% growth in Third Party Network revenue driven by growth in premium formats sold across the network where the number of publishers and advertisers continues to grow.
      • 8% growth in global search revenue driven primarily by an increase in revenue per search on AOL.com.
    • Subscription revenue declined 5% year-over-year and domestic AOL-brand access subscriber monthly average churn was 1.4% in Q2 2013 compared to a 13% decline year-over-year in subscription revenue and 1.7% monthly average churn in Q2 2012.

    Q2 Consolidated AOL Profitability Trends:

    • AOL’s Q2 2012 operating income, net income and diluted EPS were favorably impacted by $1.04 billion, $970 million and $10.16, respectively resulting from its patent transaction with Microsoft. Excluding this impact, operating income, net income and diluted EPS grew significantly.
    • Adjusted OIBDA grew 14% year-over-year, driven by total revenue growth of 2% and declines in general and administrative expenses, partially offset by increased costs of revenue.
    • Cost of revenues increased $3.7 million year-over-year driven by a 17% increase in Traffic Acquisition Costs (TAC) resulting from growth in search marketing related expenses and 9% growth in Third Party Network revenue, largely offset by lower network related expenses and a decline in sales tax expense of $7.6 million related to a Virginia sales tax settlement in Q2 2012.
    • General and administrative expenses declined $31.2 million in Q2 2013 versus Q2 2012, due to a decline in legal and consulting fees, including the absence of patent and proxy related expenses and the reimbursement in Q2 2013 of legal expenses from prior periods related to an escrow settlement.

    AOL Asset, Cash & Cash Flow Trends:

    • On July 1, 2013, AOL entered into a five-year $250 million senior secured revolving credit facility agreement with a syndicated bank lending group. The credit facility remains undrawn.
    • In Q2 2013, AOL repurchased 1.4 million shares of common stock at an average price of $35.63, or approximately $50 million in aggregate, leaving approximately $50 million on our previous authorization. On July 1, 2013, AOL’s Board of Directors authorized a $150 million share repurchase, bringing AOL’s remaining repurchase authorization to $200 million.
    • AOL had $483.4 million of cash and equivalents at June 30, 2013. Q2 cash provided by operating activities and Free Cash Flow were $89.4 million and $57.3 million, respectively, down year-over-year due to the $96 million benefit in Q2 2012 related to the licensing of patents to Microsoft. The Q2 2013 Free Cash Flow comparison to the prior year was also negatively impacted by the early receipt in Q1 2013 of a prepayment from a large partner that was received last year during Q2.
    DISCUSSION OF SEGMENT RESULTS
    Q2’13 Q2’12 Change
    (In millions)
    Revenue
    Brand Group 190.3 173.5 10 %
    Membership Group 213.8 227.8 -6 %
    AOL Networks 160.4 153.4 5 %
    Corporate & Other 0.3 0.3 0 %
    Intersegment eliminations (23.5 ) (23.9 ) 2 %
    Total Revenue $ 541.3 $ 531.1 2 %
    Adjusted OIBDA
    Brand Group (1.4 ) (15.2 ) 91 %
    Membership Group 151.6 158.3 -4 %
    AOL Networks (11.3 ) (0.3 ) NM
    Corporate & Other (30.6 ) (48.2 ) 37 %
    Total Adjusted OIBDA $ 108.3 $ 94.6 14 %

    Brand Group

    Brand Group revenue growth reflects continued growth in global display and search revenue. Brand Group display revenue grew 9% globally driven by an increase in Brand Group inventory sold on a reserved basis. Brand Group search revenue grew 12% year-over-year driven primarily by revenue per search growth on AOL.com.

    Brand Group Adjusted OIBDA improved significantly versus the prior year period, primarily due to the growth in search and display revenue discussed above, partially offset by increased TAC as a result of our search marketing-related initiatives, which drove additional queries during the quarter. Brand Group Adjusted OIBDA reflects our investment for future growth in our editorial and engineering staff in areas of strategic focus.

    Membership Group

    Membership Group revenue declines reflect a 5% decline in subscription revenue driven by 15% fewer domestic AOL-brand access subscribers year-over-year. The continued moderation of subscription revenue declines was driven by a historically low churn rate of 1.4% and 12% year-over-year growth in domestic average access subscription monthly revenue per AOL-brand access subscriber (ARPU). ARPU growth reflects continued improvement in our retention efforts and the impact of a price rationalization program.

    Membership Group Adjusted OIBDA declines primarily reflect the decline in subscription revenue discussed above, partially offset by a decline in segment operating costs.

    AOL Networks

    AOL Networks revenue increased 5% year-over-year, driven by growth in Third Party Network revenue on the increased sale of premium formats across the network where the number of publishers and advertisers continues to grow. AOL Network’s year-over-year revenue comparison was negatively impacted by the absence of revenue from the divestiture of StudioNow in Q1 2013. StudioNow contributed $3.2 million in revenue to AOL Networks in Q2 2012. To a lesser extent, AOL Networks revenue growth was impacted by a decline in revenue from the sale of Brand Group and Membership Group inventory through AOL Networks, as more of that inventory was sold on a reserved basis than in Q2 2012.

    AOL Networks Adjusted OIBDA decreased year-over-year due to higher research and product development costs primarily related to continued investment in premium formats as well as Ad Learn Open Platform (our demand-side platform) and AdTech MARKETPLACE (our supply-side platform). AOL Networks-related TAC increased by 7%, slower than the rate of growth of Third Party Network revenue.

    Corporate & Other

    Corporate & Other Adjusted OIBDA improved significantly year-over-year primarily driven by declines in marketing and outside services costs as a result of our cost reduction efforts as well the reimbursement in Q2 2013 of legal expenses from prior periods related to an escrow settlement.

    Tax

    AOL had Q2 2013 pre-tax income of $51.2 million and income tax expense of $23.2 million, resulting in an effective tax rate of 45.3%. This compares to an effective tax rate of 8.3% for Q2 2012. The effective tax rate for Q2 2013 differed from the statutory U.S. federal income tax rate of 35.0% primarily due to the impact of foreign losses that did not produce a tax benefit. The effective tax rate for Q2 2012 differed from the statutory U.S. federal income tax rate due to the tax impact of the patent transaction with Microsoft in Q2 2012.

    Cash Flow

    Q2 2013 cash provided by operating activities was $89.4 million, while Free Cash Flow was $57.3 million, both down year-over-year due to the $96 million benefit to operating income in Q2 2012 related to the licensing of patents to Microsoft. Q2 2013 Free Cash Flow comparison to the prior year was also negatively impacted by the early receipt in Q1 2013 of a prepayment from a large partner. In the prior year, the prepayment from this partner was received in Q2.

    Subsequent Event

    On August 5, 2013, AOL entered an agreement to acquire Adap.tv for shares of AOL common stock with an aggregate value of approximately $83 million and estimated cash consideration of approximately $322 million, subject to adjustment for working capital and reduction for indebtedness and transaction expenses of Adap.tv that remain unpaid as of closing.

    Adap.tv is a leading and global unified programmatic video platform powering video advertising for brand advertisers, agencies, publishers and ad networks. Adap.tv’s platform allows buyers and sellers to make decisions together on a unified technology platform, leveraging comprehensive data intelligence, across all screens. The combination of AOL and Adap.tv is expected to create the only global company with a full end-to-end solution and video stack for publishers and advertisers.

    This acquisition is subject to customary conditions, including expiration of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended. The acquisition is expected to close in the third quarter of 2013.

    CONSOLIDATED OPERATING METRICS
    Q2 2013 Q2 2012 Y/Y Change Q1 2013 Q/Q Change
    Subscriber Information
    Domestic AOL-brand access subscribers (in thousands) (1) 2,583 3,031 -15 % 2,662 -3 %
    ARPU (1) $ 20.03 $ 17.92 12 % $ 19.22 4 %
    Domestic AOL-brand access subscriber monthly average churn (2) 1.4 % 1.7 % -18 % 1.9 % -26 %
    Unique Visitors (in millions) (3)
    Domestic average monthly unique visitors to AOL Properties 116 112 3 % 112 3 %
    Domestic average monthly unique visitors to AOL Advertising Network 188 186 1 % 186 1 %
    (1) Domestic AOL-brand access subscribers include subscribers participating in introductory free-trial periods and subscribers that are paying no monthly fees or reduced monthly fees through member service and retention programs. Individuals who are only registered for our free offerings, including subscribers who have migrated from paid subscription plans, are not included in the AOL-brand access subscriber numbers presented above. ARPU is calculated as domestic average monthly access subscription revenue per AOL-brand access subscriber.
    (2) Churn represents the percentage of subscribers that are either terminated or cancel our services, factoring in new and reactivated subscribers. Monthly average churn is calculated as the monthly average number of terminations plus cancellations divided by the initial subscriber base plus any new registrations and reactivations for the applicable period.
    (3) See “Unique Visitor Metrics” on page 10 of this press release.

    Webcast and Conference Call Information

    AOL Inc. will host a conference call to discuss second quarter 2013 financial results and its agreement to acquire Adap.tv on Wednesday, August 7, 2013, at 8:00 am ET. To access the call, parties in the United States and Canada should call toll-free (866) 515.2915 and other international parties should call (617) 399.5129. Additionally, a live webcast of the conference call, together with supplemental financial information, can be accessed through the Company’s Investor Relations website at http://ir.aol.com. In addition, an archive of the webcast can be accessed through the link above for one year following the conference call, and an audio replay of the call will be available for two weeks following the conference call by calling (888) 286.8010 and other international parties should call (617) 801.6888. The access code for the replay is 87821945.

    FINANCIAL STATEMENTS

    AOL Inc.
    Consolidated Statements of Operations
    (Unaudited; in millions, except per share amounts)
    Three Months Ended June 30, Six Months Ended June 30,
    2013 2012 2013 2012
    Revenues:
    Advertising $ 361.2 $ 337.8 $ 720.4 $ 667.9
    Subscription 166.0 175.5 331.8 357.6
    Other 14.1 17.8 27.4 35.0
    Total revenues 541.3 531.1 1,079.6 1,060.5
    Costs of revenues 399.9 396.2 793.0 780.8
    General and administrative 76.6 107.8 159.4 204.0
    Amortization of intangible assets 9.1 9.8 18.6 19.6
    Restructuring costs 4.3 (0.1 ) 9.1 7.3
    Income from licensing of intellectual property (96.0 ) (96.0 )
    (Gain) loss on disposal of assets, net (0.5 ) (945.8 ) (2.3 ) (945.8 )
    Operating income 51.9 1,059.2 101.8 1,090.6
    Other income (loss), net (0.7 ) (1.1 ) (3.5 ) 7.3
    Income from operations before income taxes 51.2 1,058.1 98.3 1,097.9
    Income tax provision 23.2 87.5 44.7 106.3
    Net income $ 28.0 $ 970.6 $ 53.6 $ 991.6
    Net (income) loss attributable to noncontrolling interests 0.5 0.2 0.8 0.3
    Net income attributable to AOL Inc. $ 28.5 $ 970.8 $ 54.4 $ 991.9
    Per share information attributable to AOL Inc. common stockholders:
    Basic net income per common share $ 0.37 $ 10.37 $ 0.71 $ 10.55
    Diluted net income per common share $ 0.35 $ 10.17 $ 0.67 $ 10.42
    Shares used in computing basic income per common share 77.2 93.6 77.1 94.0
    Shares used in computing diluted income per common share 81.5 95.5 81.4 95.2
    Depreciation expense by function:
    Costs of revenues $ 29.8 $ 32.4 $ 60.3 $ 64.5
    General and administrative 2.5 2.8 5.1 6.8
    Total depreciation expense $ 32.3 $ 35.2 $ 65.4 $ 71.3
    Equity-based compensation by function:
    Costs of revenues $ 5.7 $ 4.6 $ 11.2 $ 8.6
    General and administrative 4.2 4.0 8.4 8.6
    Total equity-based compensation $ 9.9 $ 8.6 $ 19.6 $ 17.2
    Traffic Acquisition Costs (included in costs of revenues) $ 96.3 $ 82.4 $ 193.9 $ 163.2
    AOL Inc.
    Consolidated Balance Sheets
    (In millions, except per share amounts)
    June 30, December 31,
    2013 2012
    Assets (unaudited)
    Current assets:
    Cash and equivalents $ 483.4 $ 466.6
    Accounts receivable, net of allowances of $7.1 and $6.6, respectively 323.4 351.9
    Prepaid expenses and other current assets 32.6 28.5
    Deferred income taxes, net 38.6 40.6
    Total current assets 878.0 887.6
    Property and equipment, net 472.1 478.3
    Goodwill 1,079.9 1,084.1
    Intangible assets, net 113.0 133.2
    Long-term deferred income taxes, net 129.5 148.8
    Other long-term assets 75.4 65.3
    Total assets $ 2,747.9 $ 2,797.3
    Liabilities, Redeemable Noncontrolling Interest and Equity
    Current liabilities:
    Accounts payable $ 75.5 $ 76.1
    Accrued compensation and benefits 78.9 151.4
    Accrued expenses and other current liabilities 147.8 175.3
    Deferred revenue 67.7 57.8
    Current portion of obligations under capital leases 54.6 49.6
    Total current liabilities 424.5 510.2
    Long-term portion of obligations under capital leases 50.8 56.3
    Long-term deferred income taxes 4.6 5.8
    Other long-term liabilities 81.2 73.8
    Total liabilities 561.1 646.1
    Redeemable noncontrolling interest 10.3 13.4
    Equity:
    Common stock, $0.01 par value, 111.5 million shares issued and 76.6 millionshares outstanding as of June 30, 2013 and 110.1 million shares issued

    and 76.6 million shares outstanding as of December 31, 2012

    1.1 1.1
    Additional paid-in capital 3,525.4 3,457.5
    Accumulated other comprehensive income (loss), net (297.2 ) (294.1 )
    Accumulated deficit (131.3 ) (188.0 )
    Treasury stock, at cost, 34.9 million shares at June 30, 2013 and33.5 million shares at December 31, 2012 (922.2 ) (838.4 )
    Total stockholders’ equity 2,175.8 2,138.1
    Noncontrolling interest 0.7 (0.3 )
    Total equity 2,176.5 2,137.8
    Total liabilities, redeemable noncontrolling interest and equity $ 2,747.9 $ 2,797.3
    AOL Inc.
    Consolidated Statements of Cash Flows
    (Unaudited; in millions)
    Six Months Ended June 30,
    2013 2012
    Operating Activities
    Net income $ 53.6 $ 991.6
    Adjustments for non-cash and non-operating items:
    Depreciation and amortization 84.0 90.9
    Asset impairments and write-offs 1.4 2.8
    (Gain) loss on step acquisition and disposal of assets, net (1.6 ) (956.6 )
    Equity-based compensation 19.6 17.2
    Deferred income taxes 23.9 85.6
    Other non-cash adjustments 4.8 (3.2 )
    Changes in operating assets and liabilities, net of acquisitions (55.7 ) (41.2 )
    Cash provided by operating activities 130.0 187.1
    Investing Activities
    Investments and acquisitions, net of cash acquired (6.6 ) 1.1
    Proceeds from disposal of assets, net 1.0 960.5
    Capital expenditures and product development costs (33.0 ) (31.7 )
    Cash (used) provided by investing activities (38.6 ) 929.9
    Financing Activities
    Repurchase of common stock (49.9 ) (35.8 )
    Principal payments on capital leases (29.9 ) (28.1 )
    Tax withholdings related to net share settlements of restricted stock units (12.0 ) (6.1 )
    Proceeds from exercise of stock options 17.5 16.6
    Other financing activities 1.9 0.2
    Cash used by financing activities (72.4 ) (53.2 )
    Effect of exchange rate changes on cash and equivalents (2.2 ) (2.8 )
    Increase in cash and equivalents 16.8 1,061.0
    Cash and equivalents at beginning of period 466.6 407.5
    Cash and equivalents at end of period $ 483.4 $ 1,468.5
    SUPPLEMENTAL INFORMATION – UNAUDITED
    Items impacting comparability: The following table represents certain items that impacted the comparability of net income attributable to AOL Inc. for the three and six months ended June 30, 2013 and 2012 (In millions, except per share amounts):
    Three Months Ended June 30, Six Months Ended June 30,
    2013 2012 2013 2012
    Restructuring costs $ (4.3 ) $ 0.1 $ (9.1 ) $ (7.3 )
    Equity-based compensation expense (9.9 ) (8.6 ) (19.6 ) (17.2 )
    Asset impairments and write-offs (1.3 ) (1.9 ) (1.4 ) (2.8 )
    Gain (loss) on disposal of assets, net 0.5 946.0 2.3 946.4
    Costs related to proxy contest (8.8 ) (8.8 )
    Costs related to patent sale and return of proceeds to shareholders (5.6 ) (5.6 )
    Income from licensing of intellectual property 96.0 96.0
    Tax, legal and other settlements (7.6 ) (7.6 )
    Gain on consolidation of Ad.com Japan (1) 10.8
    Pre-tax impact (15.0 ) 1,009.6 (27.8 ) 1,003.9
    Income tax impact (2) 6.0 (61.0 ) 10.1 (54.6 )
    After-tax impact of items impacting comparability of net income $ (9.0 ) $ 948.6 $ (17.7 ) $ 949.3
    Impact per basic common share $ (0.12 ) $ 10.13 $ (0.23 ) $ 10.10
    Impact per diluted common share $ (0.11 ) $ 9.93 $ (0.22 ) $ 9.97
    Effective tax rate (3) 39.4 % 39.2 % 39.4 % 39.2 %
    (1) During the three months ended March 31, 2012, AOL purchased an additional interest in a joint venture, Ad.com Japan, and gained control of the board and day-to-day operations of the joint venture. As a result, beginning in February 2012, AOL consolidated the results of Ad.com Japan and upon closing of the transaction, AOL recorded a noncash gain of approximately $10.8 million related to our pre-existing investment in Ad.com Japan.
    (2) The income tax impacts for certain items such as gain (loss) on disposal of assets and gain on consolidation of Ad.com Japan are calculated by using the actual tax expense for the transactions. The income tax impact for all remaining items is calculated by applying the normalized effective tax rate to deductible items.
    (3) For the three and six months ended June 30, 2013, the effective tax rate was calculated based on AOL’s 2013 projected normalized annual effective tax rate. The effective tax rate for the three and six months ended June 30, 2012 was calculated based upon AOL’s 2012 normalized annual effective tax rate.
    AOL Inc.
    Reconciliation of Adjusted OIBDA to Operating Income and Free Cash Flow to Cash Provided by Operating Activities
    (In millions)
    Three Months Ended June 30, Six Months Ended June 30,
    2013 2012 2013 2012
    Operating income $ 51.9 $ 1,059.2 $ 101.8 $ 1,090.6
    Add: Depreciation 32.3 35.2 65.4 71.3
    Add: Amortization of intangible assets 9.1 9.8 18.6 19.6
    Add: Restructuring costs 4.3 (0.1 ) 9.1 7.3
    Add: Equity-based compensation 9.9 8.6 19.6 17.2
    Add: Asset impairments and write-offs 1.3 1.9 1.4 2.8
    Add: Losses/(gains) on disposal of assets, net (0.5 ) (946.0 ) (2.3 ) (946.4 )
    Add: Special items (1) (74.0 ) (74.0 )
    Adjusted OIBDA $ 108.3 $ 94.6 $ 213.6 $ 188.4
    Cash provided by operating activities $ 89.4 $ 167.2 $ 130.0 $ 187.1
    Less: Capital expenditures and product development costs 16.4 16.7 33.0 31.7
    Less: Principal payments on capital leases 15.7 13.7 29.9 28.1
    Free Cash Flow $ 57.3 $ 136.8 $ 67.1 $ 127.3
    (1) Special items for the three and six months ended June 30, 2012 include patent licensing income of $96.0 million, partially offset by costs related to the patent sale and return of the related proceeds to shareholders of $5.6 million, costs related to the proxy contest of $8.8 million and $7.6 million related to a tax settlement.

    Note Regarding Non-GAAP Financial Measures

    This press release and its attachments include the financial measures Adjusted OIBDA and Free Cash Flow, both of which are defined as non-GAAP financial measures by the Securities and Exchange Commission (SEC). These measures may be different than similarly-titled non-GAAP financial measures used by other companies. The presentation of this financial information is not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with generally accepted accounting principles (GAAP). Explanations of our non-GAAP financial measures are as follows:

    Adjusted OIBDA. We define Adjusted OIBDA as operating income before depreciation and amortization excluding the impact of restructuring costs, noncash equity-based compensation, gains and losses on all disposals of assets, noncash asset impairments and write-offs and special items. We consider Adjusted OIBDA to be a useful metric for management and investors to evaluate and compare the ongoing operating performance of our business on a consistent basis across reporting periods, as it eliminates the effect of noncash items such as depreciation of tangible assets, amortization of intangible assets that were primarily recognized in business combinations, asset impairments and write-offs, as well as the effect of restructurings, gains and losses on asset sales and special items, which we do not believe are indicative of our core operating performance. We exclude the impacts of equity-based compensation to allow us to be more closely aligned with the industry and analyst community. A limitation of this measure, however, is that it does not reflect the periodic costs of certain capitalized tangible and intangible assets used in generating revenues in our business or the current or future expected cash expenditures for restructuring costs. The Adjusted OIBDA measure also does not include equity-based compensation, which is and will remain a key element of our overall long-term compensation package. Moreover, the Adjusted OIBDA measures do not reflect gains and losses on asset sales, impairment charges and write-offs related to goodwill, intangible assets and fixed assets or special items which impact our operating performance. We evaluate the investments in such tangible and intangible assets through other financial measures, such as capital expenditure budgets, investment spending levels and return on capital.

    Free Cash Flow. We define Free Cash Flow as cash provided by operating activities, less capital expenditures, product development costs and principal payments on capital leases. We consider Free Cash Flow to be a liquidity measure that provides useful information to management and investors about the amount of cash generated by the business that, after capital expenditures, capitalized product development costs and principal payments on capital leases, can be used for strategic opportunities, including investing in our business, making strategic acquisitions, and strengthening the balance sheet. Analysis of Free Cash Flow also facilitates management’s comparisons of our operating results to competitors’ operating results. A limitation on the use of this metric is that Free Cash Flow does not represent the total increase or decrease in cash for the period because it excludes certain non-operating cash flows.

    Unique Visitor Metrics

    We utilize unique visitor numbers to evaluate the performance of AOL Properties. In addition, we utilize unique visitor numbers to evaluate the reach of the AOL Advertising Network, which includes both AOL Properties and the Third Party Network. Unique visitor numbers provide an indication of our consumer reach. Although our consumer reach does not correlate directly to advertising revenue, we believe that our ability to broadly reach diverse demographic and geographic audiences is attractive to brand advertisers seeking to promote their brands to a variety of consumers without having to partner with multiple content providers. The source for our unique visitor information is a third party (comScore Media Metrix, or “Media Metrix”).

    Cautionary Statement Concerning Forward-Looking Statements

    This press release and our conference call at 8:00 a.m. Eastern Time today may contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 regarding business strategies, market potential, future financial and operational performance and other matters. Words such as “anticipates,” “estimates,” “expects,” “projects,” “forecasts,” “intends,” “plans,” “will,” “believes” and words and terms of similar substance used in connection with any discussion of future operating or financial performance identify forward-looking statements. These forward-looking statements are based on management’s current expectations and beliefs about future events. As with any projection or forecast, they are inherently susceptible to uncertainty and changes in circumstances. Except as required by law, we are under no obligation to, and expressly disclaim any obligation to, update or alter any forward-looking statements whether as a result of such changes, new information, subsequent events or otherwise. Various factors could adversely affect our operations, business or financial results in the future and cause our actual results to differ materially from those contained in the forward-looking statements, including those factors discussed in detail in the “Risk Factors” sections contained in our Annual Report on Form 10-K for the year ended December 31, 2012 (the “Annual Report”) and in our Quarterly Report on Form 10-Q for the quarter ended June 30, 2013 (the “Quarterly Report”), filed with the Securities and Exchange Commission. In addition, we operate a web services company in a highly competitive, rapidly changing and consumer- and technology-driven industry. This industry is affected by government regulation, economic, strategic, political and social conditions, consumer response to new and existing products and services, technological developments and, particularly in view of new technologies, the continued ability to protect intellectual property rights. Our actual results could differ materially from management’s expectations because of changes in such factors. Achieving our business and financial objectives, including improved financial results and maintenance of a strong balance sheet and liquidity position, could be adversely affected by the factors discussed or referenced under the “Risk Factors” sections contained in the Annual Report and Quarterly Report as well as, among other things: 1) changes in our plans, strategies and intentions; 2) stock price volatility; 3) future borrowing and restrictive covenants under the new revolving credit facility; 4) the impact of significant acquisitions, dispositions and other similar transactions; 5) our ability to attract and retain key employees; 6) any negative unintended consequences of cost reductions, restructuring actions or similar efforts, including with respect to any associated savings, charges or other amounts; 7) market adoption of new products and services; 8) our ability to attract and retain unique visitors to our properties; 9) asset impairments; and 10) the impact of “cyber espionage.”

    About AOL

    AOL Inc. (NYSE: AOL) is a brand company, committed to continuously innovating, growing, and investing in brands and experiences that inform, entertain, and connect the world. The home of a world-class collection of premium brands, AOL creates original content that engages audiences on a local and global scale. We help marketers connect with these audiences through effective and engaging digital advertising solutions.

    From time to time, we post information about AOL on our investor relations website (http://ir.aol.com) and our official corporate blog (http://blog.aol.com).

  • AOL Buys Adap.tv In Armstrong’s Biggest Deal Yet

    AOL Buys Adap.tv In Armstrong’s Biggest Deal Yet

    AOL just announced that it is acquiring Adap.tv for $405 million ($322 million in cash and about $83 million in stock). As some have pointed out, this is the biggest acquisition the company has made since Tim Armstrong took over in 2009 (The Huffington Post was $315 million).

    According to AOL, the acquisition will give it “a unique end-to-end solution and video stack for publishers and advertisers.”

    Armstrong says, “AOL is a leader in online video and the combination of AOL and Adap.tv will create the leading video platform in the industry. The Adap.tv founders and team are on a mission to make advertising as easy as e-commerce and the two companies together will aggressively pursue that vision.”

    He added, “Two trends are prevalent in the video space right now – the movement from linear television to online video and the shift from manual transactions to programmatic media buying. Adap.tv is positioned squarely in front of the huge opportunity these trends are presenting.

    “At Adap.tv, we are focused on building the most important business within the most important category in digital advertising,” said Adap.tv CEO Amir Ashkenazi. “We believe that most TV advertising will soon be traded programmatically on platforms like ours. The combination of AOL and Adap.tv accelerates our vision of efficient and effective TV and video advertising.”

    Adap.tv will be independently operate as part of AOL’s video organization led by Ran Harnevo. It will be included as part of the AOL Networks solution, which includes Advertising.com, the AOL On Network, Be On, ADTECH and Pictela.

    While the boards of both AOL and Adap.tv have approved the deal, it is subject to closing conditions. The companies expect it to close in Q3.

    Image: Ashkenazi and Armstrong (BusinessWire)

  • White House, IAB, Google, Yahoo, Microsoft & AOL Launch Best Practices To Fight Piracy

    The White House’s Office of the U.S. Intellectual Property Enforcement Coordinator (IPEC), the Interactive Advertising Bureau (IAB), Google, Yahoo, Microsoft and AOL announced new best practices guidelines for ad networks to address piracy and counterfeiting. The guidelines are designed to help the ad networks regulate themselves.

    Under the guidelines, ad networks will maintain and post policies discouraging or preventing sites that sell counterfeit goods, engage in copyright piracy or otherwise violate laws. They will also accept and process notices from rights holders regarding sites in question, and provide guidance for the content of a “proper” notice, and identify the “designated agent” to receive such a notice.

    “With more than 30 trillion individual pages on the web, online piracy and counterfeit remains a challenge,” said Susan Molinari, Vice President, Public Policy and Government Relations at Google. “Google takes that challenge seriously. Using cutting-edge technology like YouTube’s Content ID and innovative copyright removal tools for Web Search, we develop and deploy antipiracy solutions with the support of hundreds of Google employees. In addition to developing legitimate, innovative, and convenient content offerings (such as Google Play and YouTube, through which our partners together generate hundreds of millions of dollars), we continue to develop solutions to help fight piracy and counterfeit online.”

    “We think one of the most effective ways to do this is to cut off the money supply to rogue sites that specialize in piracy or counterfeit,” added Molinari. “To that end, in 2012 we disabled ad serving to 46,000 sites for violating our policies on copyright infringing content and shut down more than 82,000 accounts for attempting to advertise counterfeit goods. Nearly 99% of our account suspensions were discovered through our own detection efforts and risk models.”

    “By working across the industry, these best practices should help reduce the financial incentives for pirate sites by cutting off their revenue supply while maintaining a healthy Internet and promoting innovation,” she said.

    “At Yahoo!, we have worked hard to create top-tier data-driven ad networks. We are dedicated to maintaining high quality standards for advertisers and publishers. We prohibit publishers in our ad networks from selling counterfeit goods or engaging in copyright piracy,” said Yahoo VP of IP Policy, Laura Covington. “Ultimately, we want to create and maintain a healthy online space, promote innovation, and protect intellectual property. The best practices we have committed to will help all of us get there.”

    Fred Humphries, Vice President, U.S. Government Affairs at Microsoft said, “As both a creator of copyrighted works and a provider of online services, including advertising services, Microsoft understands the problems faced by copyright owners subject to massive infringement and the need to ensure that innovation can flourish online. It’s been our experience that a notice-and-takedown mechanism like the one envisioned by these Best Practices can be an effective means to address online infringement. An appropriate notice-and-takedown system – that requires rights holders to identify specific instances of infringement and online services to respond promptly and appropriately to such notices – can address infringement while still respecting critical values such as fair use, privacy, free speech and the freedom to innovate.”

    “AOL has been building trust with our users for more than 28 years,” said Dave Jacobs, SVP, Publisher Sales at AOL Networks. “And we have been equally committed to maintaining high quality standards for advertisers and publishers – taking piracy and counterfeiting seriously. Many of the best practices guidelines very much mirror what we have been doing all along at AOL and, consequently, we quickly supplemented our current practice and are now in compliance with the best practices.”

    “To have the White House stamp of approval is critical as part of the evolution of the IAB Quality Assurance Guidelines and the industry as a whole,” said Randall Rothenberg, President and CEO, IAB, in response to the statement from the White House’s Office of U.S. Intellectual Property Enforcement. “IAB has served as a big tent where stakeholders across the digital ecosystem, including some of the largest tech companies and intellectual property rights holders, have come together to combat copyright piracy with the speed and urgency that the issue demands. Bringing these disparate parties together at the same table, we have been able to establish guidelines that strictly protect copyrights, while allowing the digital economy to flourish.”

    According to the IAB, many other companies, including 24/7 Media, Adtegrity and SpotXchange are also “reaffirming and extending their commitment” on standards related to intellectual property rights.

    You can take a look at the guidelines here.

  • AOL Launches New iPad App For AOL Homepage Fans

    AOL has announced the launch of a new iPad app for fans of the AOL homepage. The app gives users easy access to news, videos, trending stories, etc., in a news stream format.

    “Whether it is happening in Washington, Wall Street, Hollywood, or Main Street, the AOL app will always surface the day’s key stories,” says AOL’s Tracy Highnote. “The app learns your preferences and reflects individualized programming based on your personal news interests. The app allows you to actively customize your top level news stream to see more (or less) of the stories and videos you want. You can also save stories or videos for later, or quickly share them via email, Facebook or Twitter.”

    AOL iPad APp

    “In addition, the app gives AOL members integrated access to the brand-new, tablet-optimized AOL Mail experience,” says Highnote. “You can read and send emails, easily email your favorite stories to friends, and scan newsletters and programming alerts without launching new apps or going into a separate environment.”

    The app is currently available in the App Store.

    The company says it currently has apps for Android tablets, as well as Android smartphones and the iPhone in the works.

    Earlier this week, the company launched its new AOL Reader product in an attempt to capture some Google Reader users, who will soon find themselves without a service.

  • FTC Updates Search Engine Ad Disclosure Guidelines

    The U.S. Federal Trade Commission has updated is guidance to the search engine industry regarding the need to distinguish between advertisements and search results.

    Search industry veteran Danny Sullivan wrote a letter to the FTC just over a year ago calling upon the commission to scrutinize Google, Yahoo, Bing, Ask, Nextag, Twenga and TripAdvisor, with regards to the disclosure of paid listings. It’s unclear whether today’s update comes as a result of Sullivan’s letter, but it seems pretty likely.

    The FTC has sent letters to search engine companies noting that in recent years, paid search results have “become less distinguishable as advertising”. The commission said in an announcement:

    The letters are the latest example of the FTC’s work to update its guidance for digital advertisers, which also includes recent updates to the Dot Com Disclosures and Endorsements and Testimonials Guides. The letters also respond to requests from industry and consumer organizations to update the 2002 guidance.

    According to both the FTC staff’s original search engine guidance and the updated guidance, failing to clearly and prominently distinguish advertising from natural search results could be a deceptive practice. The updated guidance emphasizes the need for visual cues, labels, or other techniques to effectively distinguish advertisements, in order to avoid misleading consumers, and it makes recommendations for ensuring that disclosures commonly used to identify advertising are noticeable and understandable to consumers.

    The letters note that the principles of the original guidance still apply, even as search and the business of search continue to evolve. The letters observe that social media, mobile apps, voice assistants on mobile devices, and specialized search results that are integrated into general search results offer consumers new ways of getting information. The guidance advises that regardless of the precise form that search takes now or in the future, paid search results and other forms of advertising should be clearly distinguishable from natural search results.

    The guidance has been directed at AOL, Ask, Bing, Blekko, DuckDuckGo, Google, Yahoo and seventeen other specialty search engines.

    You can see the actual letter here (pdf).

    [via Danny Sullivan]

  • AOL Reader Revealed, Officially Launches in Beta

    After teasing the service last Friday, AOL has begun to give beta access to some users for their new RSS Reader, appropriately titled AOL Reader. Upon first look, it’s a basic, perfectly functional RSS reader that doesn’t bring a whole lot of new features to the table (yet, at least), but will be familiar to Google Reader users.

    You can request access at reader.aol.com.

    As of right now, you can sign in with an AOL account or you can request access to the beta with another email address (I joined using my Gmail address).

    Upon signing in and accessing the beta, AOL prompts you to get started by manually adding new subscriptions of importing from another RSS reader (Google Reader included).

    After that, you’ll be met with a familiar setup – a big list view of new article in your feeds. Like Google Reader and other readers, your specific RSS feeds will be accessible from the left-hand side, with articles appearing on the right-hand side. You can change the layout format to one of four different options: list view, card view, full view, and pane view. The reader also has some basic sorting options like view unread and sort by oldest or newest.

    You can also star articles and sort by starred as well. Like most other readers, there’s a “mark as read” feature as well.

    Once you view an article inside AOL reader, you also have some social sharing options – Facebook, Twitter, LinkedIn, Google+, and of course, email.

    Also, AOL Reader API is ready and free while the product is in beta.

    Like I said before, the beta is currently pretty barebones, but clean and functional. AOL says that there are plenty of new features on the way, however, including sharing within AOL Reader and other RSS readers, search, notifications, and native iOS and Android apps.

    As you know, Google Reader is shutting down for good on July 1st. It’s not surprising that AOL decided to throw their hat in the ring – they’ve been surfacing and outputting content for years. But it could be a little late. The RSS reader-to-replace-Google-Reader battle already has a lot of participants. But it’s a solid effort from AOL. As we say with most of these new RSS products (Digg’s got one on the way) – we’ll just have to wait and see how it shakes out.